UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT
COMPANIES
Investment Company Act file number 811-3111
811-21301
Name of Fund: CMA Tax-Exempt Fund
Master Tax-Exempt Trust
Fund Address: P.O. Box 9011
Princeton, NJ 08543-9011
Name and address of agent for service: Terry K. Glenn, President,
CMA Tax-Exempt Fund and Master Tax-Exempt Trust, 800 Scudders Mill
Road, Plainsboro, NJ, 08536. Mailing address: P.O. Box 9011,
Princeton, NJ, 08543-9011
Registrant's telephone number, including area code: (609) 282-2800
Date of fiscal year end: 03/31/04
Date of reporting period: 04/01/03 - 03/31/04
Item 1 - Report to Stockholders
(BULL LOGO)
Merrill Lynch Investment Managers
www.mlim.ml.com
CMA Tax-Exempt Fund
Annual Report
March 31, 2004
This report is not authorized for use as an offer of sale or a
solicitation of an offer to buy shares of the Fund unless
accompanied or preceded by the Fund's current prospectus. An
investment in the Fund is not insured or guaranteed by the Federal
Deposit Insurance Corporation or any other government agency.
Although the Fund seeks to preserve the value of your investment at
$1.00 per share, it is possible to lose money by investing in the
Fund. Past performance results shown in this report should not be
considered a representation of future performance, which will
fluctuate. Statements and other information herein are as dated and
are subject to change.
A description of the policies and procedures that the Fund uses to
determine how to vote proxies relating to portfolio securities is
available (1) without charge, upon request, by calling toll-free
1-800-MER-FUND (1-800-637-3863); (2) on www.mutualfunds.ml.com;
and (3) on the Securities and Exchange Commission's website at
http://www.sec.gov.
CMA Tax-Exempt Fund
Box 9011
Princeton, NJ
08543-9011
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CMA Tax-Exempt Fund
Important Tax Information (unaudited)
All of the net investment income distributions paid by CMA
Tax-Exempt Fund during its taxable year ended March 31, 2004
qualify as tax-exempt interest dividends for Federal income
tax purposes.
Please retain this information for your records.
Electronic Delivery
The Fund offers electronic delivery of communications to its
shareholders. In order to receive this service, you must
register your account and provide us with e-mail information.
To sign up for this service, simply access this website
http://www.icsdelivery.com/live and follow the instructions.
When you visit this site, you will obtain a personal identification
number (PIN). You will need this PIN should you wish to update your
e-mail address, choose to discontinue this service and/or make any
other changes to the service. This service is not available for
certain retirement accounts at this time.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
A Letter From the President
Dear Shareholder
Index returns during the most recent six-month and 12-month
reporting periods indicate that fixed income markets - both taxable
and tax-exempt - continued to reward those investors who were
willing to accept greater risk. The high yield market, as measured
by the Credit Suisse First Boston High Yield Index, provided a
six-month return of +8.65% and a 12-month return of +22.86% as of
March 31, 2004. By comparison, the Lehman Brothers Aggregate Bond
Index returned +2.98% and +5.40% and the Lehman Brothers Municipal
Bond Index returned +3.12% and +5.86% for the six-month and 12-month
periods ended March 31, 2004, respectively.
As of March month-end, the Federal Reserve Board maintained its
accommodative policy stance, pledging "patience" in raising interest
rates. As a result, short-term interest rates remained at historic
lows and kept the short end of the yield curve relatively flat,
making it increasingly difficult to find attractive income
opportunities. Market watchers continue to monitor the economic data
and Federal Reserve Board language for indications of interest rate
direction. Having said that, if the economy continues to grow at its
recent pace, many believe it is just a matter of time before
interest rates move upward.
Equity markets, in the meantime, continued to provide attractive
returns. For the six-month and 12-month periods ended March 31,
2004, the Standard & Poor's 500 Index returned +14.08% and
+35.12%, respectively. Much of the boost came from improving
economic conditions throughout the past year. Significant fiscal
and monetary stimulus, including the low interest rates and tax
cuts, has opened the door to consumer spending, capital spending,
increases in exports and long-awaited job growth. As expected, these
positive developments have led the way to improvements in corporate
earnings - a positive for stock markets.
The events and efforts of the past year leave us with a much
stronger economy today. With all of this in mind, we believe it is
time for investors to consider what can go right in 2004. We
encourage you to revisit your portfolio and your asset allocation
strategy to ensure you are well positioned to take advantage of the
opportunities that lie ahead. Your financial advisor can help you
develop a strategy designed to perform through all types of market
and economic cycles.
We thank you for trusting Merrill Lynch Investment Managers with
your investment assets, and we look forward to serving you in the
months and years ahead.
Sincerely,
(Terry K. Glenn)
Terry K. Glenn
President and Trustee
CMA TAX-EXEMPT FUND, MARCH 31, 2004
A Discussion With Your Fund's Portfolio Manager
We sought to maintain the Fund's stake in fixed rate municipal notes
while still taking advantage of favorable price swings in shorter-
term variable rate demand notes when available.
How did the Fund perform during the fiscal year in light of the
existing market conditions?
For the 12-month period ended March 31, 2004, CMA Tax-Exempt Money
Fund paid shareholders a net annualized yield of .54%.* As of
March 31, 2004, the Fund's seven-day yield was .52%.
Throughout the period, an accommodative Federal Reserve Board
continued to maintain interest rates near historically low levels.
The last in a series of interest rate cuts came in June 2003, as the
Federal Reserve Board looked to stimulate economic growth and ward
off the potential for deflation. Although economic growth began to
accelerate later in the year, concerns over weak job growth
persisted in the market. Investors tried to anticipate when the
Federal Reserve Board would restore interest rates to more neutral
levels. The constant interest rate analysis translated into
widespread volatility, which created opportunities in the fixed
income markets.
Within this framework, our strategy has been to overweight fixed
rate notes and maintain a portfolio maturity slightly longer than
the average of our peer group. The yield pickup achieved from the
maturity extension into fixed rate notes was beneficial throughout
the period and contributed positively to the Fund's performance.
What changes were made to the portfolio during the period?
Our overall strategy remained relatively stable over the past 12
months. That is, we continued to emphasize fixed rate notes - which
have maturities of up to 13 months - over variable rate paper
because of their longer maturity dates. With interest rates
generally declining and expected to remain low for some time, fixed
rate notes offered somewhat higher yields and added to the Fund's
performance. For example, the average yield on one-year notes, as
measured by the Bond Buyer One-Year Note Index, was 1.08% during the
12-month period. By contrast, the average yield on seven-day
variable rate paper, as measured by the BMA Municipal Swap Index,
was 1.00% for the same period.
*Based on a constant investment throughout the period, with
dividends compounded daily, and reflecting a net return to the
investor after all expenses.
During times of low issuance, we tended to use tax-exempt commercial
paper to extend the portfolio's maturity and diversify our exposure
to include a variety of spots on the short-term tax-exempt yield
curve. In contrast, during periods of exceptionally heavy issuance
or following a market sell-off, we looked for opportunities to lock
in attractive yields for extended periods of time.
One of the biggest management challenges faced during the period
occurred between June and September 2003, when higher-yielding notes
in the Fund matured and had to be replaced in a lower interest rate
environment. We were able to take advantage of heavy supply in Texas
and California and found suitable replacement securities to maintain
the Fund's attractive yield.
How would you characterize the portfolio's position at the close of
the period?
We believe the portfolio is positioned to continue its recent strong
performance. We do anticipate a period of redemption activity
surrounding income tax season. During this time, interest rates on
short-term securities are likely to spike, making fixed rate notes
appear unattractive on a relative basis. This should be a temporary
phenomenon, and we would expect the yield curve to resume its normal
slope by late May.
A large amount of the portfolio's notes will mature in June, most
notably a significant position in California revenue anticipation
warrants. This could create unusually strong demand in mid-June as
investors look to replace the maturing notes, possibly causing
yields on short-term tax-exempt securities to fall. We will watch
this situation closely as we look for attractive opportunities to
reinvest the proceeds from the Fund's maturing notes.
Finally, we will continue to monitor changes in the economic
climate - including the potential for interest rate increases -
which would cause us to adopt a more defensive strategy in managing
the portfolio.
Peter J. Hayes
Vice President and Portfolio Manager
April 13, 2004
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Statement of Assets and Liabilities CMA Tax-Exempt Fund
As of March 31, 2004
Assets
Investment in Master Tax-Exempt Trust, at value
(identified cost--$9,524,053,443) $ 9,524,053,443
Prepaid expenses and other assets 443,075
---------------
Total assets 9,524,496,518
---------------
Liabilities
Payables:
Distributor $ 1,894,786
Administrator 327,265
Other affiliates 187,297 2,409,348
---------------
Accrued expenses 32,566
---------------
Total liabilities 2,441,914
---------------
Net Assets
Net assets $ 9,522,054,604
===============
Net Assets Consist of
Shares of beneficial interest, $.10 par value, unlimited number of
shares authorized $ 952,348,936
Paid-in capital in excess of par 8,570,121,409
Undistributed investment income--net $ 53,944
Accumulated realized capital losses on investments allocated from the
Trust--net (469,685)
---------------
Total accumulated losses (415,741)
---------------
Net Assets--Equivalent to $1.00 per share based on 9,523,489,362 shares
of beneficial interest outstanding $ 9,522,054,604
===============
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Statement of Operations CMA Tax-Exempt Fund
For the Year Ended March 31, 2004
Investment Income--Net
Interest $ 6,997
Net investment income allocated from the Trust:
Interest and amortization of premium and discount earned 109,299,602
Expenses (15,023,223)
---------------
Total interest and net investment income allocated from the Trust 94,283,376
---------------
Expenses
Administration fees $ 24,904,994
Distribution fees 12,416,894
Transfer agent fees 1,244,282
Registration fees 724,973
Printing and shareholder reports 153,897
Professional fees 102,446
Custodian fees 876
Other 45,193
---------------
Total expenses 39,593,555
---------------
Investment income--net 54,689,821
---------------
Realized Loss on Investments Allocated from the Trust--Net
Realized loss on investments allocated from the Trust--net (255,938)
---------------
Net Increase in Net Assets Resulting from Operations $ 54,433,883
===============
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Statements of Changes in Net Assets CMA Tax-Exempt Fund
For the Year Ended March 31,
Increase (Decrease) in Net Assets: 2004 2003++
Operations
Investment income--net $ 54,689,821 $ 97,179,406
Realized loss on investments and allocated from the Trust--net (255,938) (52,394)
--------------- ---------------
Net increase in net assets resulting from operations 54,433,883 97,127,012
--------------- ---------------
Dividends to Shareholders
Dividends to shareholders from investment income--net (54,690,122) (97,179,406)
--------------- ---------------
Beneficial Interest Transactions:
Net proceeds from sale of shares 34,265,235,678 32,237,106,470
Value of shares issued to shareholders in reinvestment of dividends 54,687,363 97,182,443
--------------- ---------------
Total shares issued 34,319,923,041 32,334,288,913
--------------- ---------------
Cost of shares redeemed (34,644,148,609) (32,292,069,189)
Shares redeemed in connection with the bulk transfer of WCMA
shareholder assets (741,257,384) --
--------------- ---------------
Total shares redeemed (35,385,405,993) (32,292,069,189)
--------------- ---------------
Net increase (decrease) in net assets derived from beneficial interest
transactions (1,065,482,952) 42,219,724
--------------- ---------------
Net Assets
Net increase (decrease) in net assets (1,065,739,191) 42,167,330
Beginning of year 10,587,793,795 10,545,626,465
--------------- ---------------
End of year* $ 9,522,054,604 $10,587,793,795
=============== ===============
*Undistributed investment income $ 53,944 --
=============== ===============
++On February 13, 2003, the Fund converted from a stand-alone
investment company to a "feeder" fund that seeks to achieve its
investment objective by investing all of its assets in the Trust,
which has the same investment objective as the Fund. All investments
will be made at the Trust level. This structure is sometimes called
a "master/feeder" structure.
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Financial Highlights CMA Tax-Exempt Fund
The following per share data and ratios have been derived
from information provided in the financial statements.
For the Year Ended March 31,
Increase (Decrease) in Net Asset Value: 2004 2003++++++ 2002 2001 2000
Per Share Operating Performance
Net asset value, beginning of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
----------- ----------- ----------- ----------- -----------
Investment income--net .01 .01 .02 .03 .03
Realized gain (loss) on investments
and allocated from the Trust--net --++++ --++++ --++ --++ --++++
----------- ----------- ----------- ----------- -----------
Total from investment operations .01 .01 .02 .03 .03
----------- ----------- ----------- ----------- -----------
Less dividends from investment income--net (.01) (.01) (.02) (.03) (.03)
----------- ----------- ----------- ----------- -----------
Net asset value, end of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
=========== =========== =========== =========== ===========
Total investment return .54% .93% 1.76% 3.51% 2.91%
=========== =========== =========== =========== ===========
Ratios to Average Net Assets
Expenses .55%+++ .55%+++ .55% .54% .54%
=========== =========== =========== =========== ===========
Investment income--net .55% .93% 1.78% 3.46% 2.87%
=========== =========== =========== =========== ===========
Supplemental Data
Net assets, end of year (in thousands) $ 9,522,055 $10,587,794 $10,545,626 $10,379,038 $10,188,792
=========== =========== =========== =========== ===========
++Amount is less than $.01 per share.
++++Amount is less than $(.01) per share.
++++++On February 13, 2003, the Fund converted from a stand-alone
investment company to a "feeder" fund that seeks to achieve its
investment objective by investing all of its assets in the Trust,
which has the same investment objective as the Fund. All investments
will be made at the Trust level. This structure is sometimes called
a "master/feeder" structure.
+++Includes the Fund's share of the Trust's allocated expenses.
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Notes to Financial Statements
CMA Tax-Exempt Fund
1. Significant Accounting Policies:
CMA Tax-Exempt Fund (the "Fund") is registered under the Investment
Company Act of 1940, as amended, as a no load, diversified, open-end
management investment company. The Fund seeks to achieve its
investment objective by investing all of its assets in the Master
Tax-Exempt Trust (the "Trust"), which has the same investment
objective as the Fund. The value of the Fund's investment in the
Trust reflects the Fund's proportionate interest in the net assets
of the Trust. The performance of the Fund is directly affected by
the performance of the Trust. The financial statements of the Trust,
including the Schedule of Investments, are included elsewhere in
this report and should be read in conjunction with the Fund's
financial statements. The Fund's financial statements are prepared
in conformity with accounting principles generally accepted in the
United States of America, which may require the use of management
accruals and estimates. The percentage of the Trust owned by the
Fund at March 31, 2004 was approximately 92.9%. The following is a
summary of significant accounting policies followed by the Fund.
(a) Valuation of investments--The Fund records its investment in the
Trust at fair value. Valuation of securities held by the Trust is
discussed in Note 1a of the Trust's Notes to Financial Statements,
which are included elsewhere in this report.
(b) Investment income and expenses--The Fund records daily its
proportionate share of the Trust's income, expenses and realized and
unrealized gains and losses. In addition, the Fund accrues its own
expenses.
(c) Income taxes--It is the Fund's policy to comply with the
requirements of the Internal Revenue Code applicable to regulated
investment companies and to distribute substantially all of its
taxable income to its shareholders. Therefore, no Federal income tax
provision is required.
(d) Prepaid registration fees--Prepaid registration fees are charged
to expense as the related shares are issued.
(e) Dividends and distributions to shareholders--The Fund declares
dividends daily and reinvests daily such dividends (net of non-
resident alien tax and backup withholding tax withheld) in
additional fund shares at net asset value. Dividends and
distributions are declared from the total of net investment income
and net realized gain or loss on investments.
(f) Investment transactions--Investment transactions are accounted
for on a trade date basis.
(g) Reclassification--Accounting principles generally accepted in
the United States of America require that certain components of net
assets be adjusted to reflect permanent differences between
financial and tax reporting. Accordingly, the current year's
permanent book/tax difference of $54,245 has been reclassified
between paid-in capital in excess of par and undistributed
investment income. This reclassification has no effect on net assets
or net asset value per share.
2. Investment Advisory Agreement and Transactions with Affiliates:
The Fund has entered into an Administration Agreement with Fund
Asset Management, L.P. ("FAM"). The general partner of FAM is
Princeton Services, Inc. ("PSI"), a wholly-owned subsidiary of
Merrill Lynch & Co., Inc. ("ML & Co."), which is the limited
partner. The Fund pays a monthly fee at an annual rate of .25% of
the Fund's average daily net assets for the performance of
administrative services (other than investment advice and related
portfolio activities) necessary for the operation of the Fund.
The Fund has adopted a Distribution and Shareholder Servicing Plan
in compliance with Rule 12b-1 under the Investment Company Act of
1940, pursuant to which Merrill Lynch, Pierce, Fenner & Smith
Incorporated ("MLPF&S"), a subsidiary of ML & Co., receives a
distribution fee from the Fund. The fee is accrued daily and paid
monthly at the annual rate of .125% of average daily net assets of
the Fund for shareholders who maintain their accounts through
MLPF&S. The distribution fee is to compensate MLPF&S financial
advisors and other directly involved branch office personnel for
selling shares of the Fund and for providing direct personal
services to shareholders. The distribution fee is not compensation
for the administrative and operational services rendered to the Fund
by MLPF&S in processing share orders and administering shareholder
accounts.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Notes to Financial Statements (concluded)
CMA Tax-Exempt Fund
Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of
ML & Co., is the Fund's transfer agent.
Certain officers and/or trustees of the Fund are officers and/or
directors of FAM, PSI, FDS, and/or ML & Co.
3. Transactions in Shares of Beneficial Interest:
The number of shares sold, reinvested and redeemed during the
periods corresponds to the amounts included in the Statements of
Changes in Net Assets for net proceeds from sale of shares, value of
shares reinvested and cost of shares redeemed, respectively, since
shares are recorded at $1.00 per share. In addition, on August 18,
2003, $741,257,384 was transferred to WCMA Tax-Exempt Fund as
planned, following the formation of that Fund.
4. Distributions to Shareholders:
The tax character of distributions paid during the fiscal years
ended March 31, 2004 and March 31, 2003 was as follows:
3/31/2004 3/31/2003
Distributions paid from:
Tax-exempt income $ 54,690,122 $ 97,179,406
------------- -------------
Total distributions $ 54,690,122 $ 97,179,406
============= =============
As of March 31, 2004, there were no significant differences between
book and tax components of net assets.
5. Capital Loss Carryforward:
On March 31, 2004, the Fund had a net capital loss carryforward of
$436,599, of which $72,081 expires in 2008, $144,287 expires in 2011
and $220,231 expires in 2012. This amount will be available to
offset like amounts of any future taxable gains.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Independent Auditors' Report
CMA Tax-Exempt Fund
To the Shareholders and Board of
Trustees of CMA Tax-Exempt Fund:
We have audited the accompanying statement of assets and liabilities
of CMA Tax-Exempt Fund as of March 31, 2004, and the related
statement of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then
ended, and the financial highlights for each of the five years in
the period then ended. These financial statements and financial
highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial
statements and financial highlights based on our audits.
We conducted our audits in accordance with auditing standards
generally accepted in the United States of America. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the
financial position of CMA Tax-Exempt Fund as of March 31, 2004, the
results of its operations for the year then ended, the changes in
its net assets for each of the two years in the period then ended,
and its financial highlights for each of the five years in the
period then ended, in conformity with accounting principles
generally accepted in the United States of America.
Deloitte & Touche LLP
Princeton, New Jersey
May 14, 2004
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Alabama--2.4% $ 96,755 Alabama Special Care Facilities Financing Authority, Mobile Revenue Refunding
Bonds (Ascension Health Credit), VRDN, Series B, 1.01% due 11/15/2039 (i) $ 96,755
13,400 Birmingham, Alabama, Special Care Facilities, Financing Authority, Revenue
Refunding Bonds (Ascension Health Credit), VRDN, Series B, 1% due 11/15/2039 (i) 13,400
20,000 Columbia, Alabama, IDB, Revenue Bonds (Alabama Power Company Project), VRDN, AMT,
1.15% due 11/01/2021 (i) 20,000
27,765 Daphne, Alabama, Special Care Facilities Financing Authority Revenue Bonds, FLOATS,
Series 593, 1.12% due 2/15/2007 (i) 27,765
12,700 Daphne, Alabama, Special Care Facilities Financing Authority, Revenue Refunding
Bonds (Presbyterian), VRDN, Series B, 1.07% due 8/15/2023 (a)(i) 12,700
1,000 Decatur, Alabama, IDB, Environmental Facilities Revenue Bonds (BP Amoco Chemical
Company Project), VRDN, AMT, 1.13% due 11/01/2035 (i) 1,000
4,255 Eagle Tax-Exempt Trust, Birmingham, Alabama, Water and Sewer, Series 2002-6009,
Class A, 1.08% due 1/01/2043 (f)(i) 4,255
Eagle Tax-Exempt Trust, Jefferson County, Alabama, Sewer Revenue Refunding Bonds,
VRDN (b)(i):
7,835 Series 2002, Class 6015, 1.08% due 2/01/2032 7,835
3,000 Series 2002, Class 6016, 1.08% due 2/01/2038 3,000
5,000 Jefferson County, Alabama, Sewer Revenue Refunding Bonds, VRDN, Series C-6, 1.02%
due 2/01/2040 (h)(i) 5,000
Stevenson, Alabama, IDB, Environmental Improvement Revenue Bonds (Mead Corporation
Project), VRDN, AMT (i):
25,000 1.05% due 1/01/2031 25,000
18,000 Series B, 1.07% due 4/01/2033 18,000
6,300 Stevenson, Alabama, IDB, Environmental Improvement Revenue Refunding Bonds (Mead
Corporation Project), VRDN, AMT, Series C, 1.07% due 11/01/2033 (i) 6,300
Alaska--0.6% Valdez, Alaska, CP:
20,500 1.25% due 5/31/2004 20,500
40,000 1.25% due 6/01/2004 40,000
5,500 Valdez, Alaska, Marine Terminal Revenue Refunding Bonds (Phillips Transaction Inc.
Project), 1.50% due 5/01/2004 5,500
Arizona--1.6% 45,200 Apache County, Arizona, IDA, IDR (Tucson Electric Power Co.), VRDN, Series 83-A,
1.02% due 12/15/2018 (i) 45,200
Maricopa County, Arizona, IDA, S/F Mortgage Revenue Bonds:
28,555 FLOATS, AMT, Series 707, 1.15% due 12/01/2036 (i) 28,555
13,130 Series R-1A, 1.149% due 12/01/2004 13,130
3,740 VRDN, Series A, 1.139% due 8/01/2006 (i) 3,740
44,296 VRDN, Series B, 1.139% due 12/01/2037 (i) 44,296
28,245 Phoenix, Arizona, IDA, S/F Mortgage Revenue Bonds, VRDN, Series A, 1.11% due
5/01/2006 (i) 28,245
Portfolio Abbreviations for Master Tax-Exempt Trust
AMT Alternative Minimum Tax (subject to)
BAN Bond Anticipation Notes
CP Commercial Paper
EDA Economic Development Authority
EDR Economic Development Revenue Bonds
FLOATS Floating Rate Securities
GO General Obligation Bonds
HDA Housing Development Authority
HFA Housing Finance Agency
IDA Industrial Development Authority
IDB Industrial Development Board
IDR Industrial Development Revenue Bonds
M/F Multi-Family
MERLOTS Municipal Extendible Receipt Liquidity Option
Tender Securities
MSTR Municipal Securities Trust Receipts
PCR Pollution Control Revenue Bonds
PUTTERS Puttable Tax-Exempt Receipts
RAN Revenue Anticipation Notes
RAW Revenue Anticipation Warrants
ROCS Reset Option Certificates
S/F Single-Family
TAN Tax Anticipation Notes
TRAN Tax Revenue Anticipation Notes
VRDN Variable Rate Demand Notes
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Arkansas--1.5% $ 7,000 Arkansas State Development Finance Authority, Environmental Facilities Revenue
Bonds (Teris LLC Project), VRDN, AMT, 1.11% due 3/01/2021 (i) $ 7,000
Arkansas State Development Finance Authority, S/F Mortgage Revenue Bonds (i):
59,051 FLOATS, AMT, Series 708, 1.15% due 9/01/2004 59,052
22,787 VRDN, 1.139% due 9/01/2006 22,787
40,000 North Little Rock, Arkansas, Health Facilities Board, Health Care Revenue Bonds
(Baptist Health), VRDN, Series B, 1.05% due 12/01/2021 (f)(i) 40,000
22,000 Pulaski County, Arkansas, Lease Purpose Revenue Bonds, VRDN, Series A, 1.12% due
3/01/2007 (c)(i) 22,000
7,530 Pulaski County, Arkansas, Public Facilities Board, M/F Housing Revenue Refunding
Bonds (Waterford Apartments), VRDN, AMT, 1.14% due 7/01/2032 (i) 7,530
California--6.5% 5,837 California Health Facilities Financing Authority Revenue Bonds, FLOATS, Series 591,
1.07% due 3/01/2014 (i) 5,837
California Health Facilities Financing Authority, Revenue Refunding Bonds
(Adventist Hospital), VRDN (f)(i):
1,300 Series A, 1.10% due 9/01/2028 1,300
1,700 Series C, 1.10% due 9/01/2015 1,700
California Pollution Control Financing Authority, PCR, Refunding (Pacific Gas and
Electric), VRDN (i):
21,450 Series C, 1.13% due 11/01/2026 21,450
11,200 Series E, 1.13% due 11/01/2026 11,200
4,745 Series F, 1.13% due 11/01/2026 4,745
27,840 California Rural Home Mortgage Finance Authority, S/F Mortgage Revenue Refunding
Bonds, AMT, 1.093% due 7/25/2004 27,840
California State Department of Water Resources, Power Supply Revenue Bonds, VRDN (i):
13,100 Series C-3, 1% due 5/01/2022 (a) 13,100
14,200 Series C-13, 1.02% due 5/01/2022 (e) 14,200
California State, GO, MERLOTS (i):
100,245 Series A-43, 1.48% due 6/02/2004 100,245
50,074 Series A-47, 1.58% due 6/02/2004 50,074
9,950 Series B-45, 1.04% due 10/01/2029 9,950
267,000 California State, RAW, Series A, 2% due 6/16/2004 267,487
14,000 California Statewide Communities Development Authority, CP, 1.04% due 8/10/2004 14,000
20,000 California Statewide Communities Development Authority Revenue Bonds, VRDN,
Series J, 1.08% due 4/01/2036 (i) 20,000
9,200 California Statewide Communities Development Authority, Revenue Refunding Bonds
(University Retirement Community at Davis), VRDN, 1.12% due 11/15/2030 (g)(i) 9,200
19,000 Los Angeles, California, Community Redevelopment Agency, M/F Housing Revenue Bonds
(Wilshire Station Apartments), VRDN, AMT, Series A, 1.15% due 4/01/2004 (i) 19,000
37,000 Los Angeles, California, S/F Home Mortgage Revenue Bonds, 1.098% due 10/01/2004 37,000
14,000 Metropolitan Water District of Southern California, Waterworks Revenue Refunding Bonds,
VRDN, Series A, 1% due 7/01/2025 (i) 14,000
26,135 Santa Cruz County, California, Board of Education, GO, TRAN, 1.75% due 7/01/2004 26,184
Colorado--2.3% 7,860 Adams County, Colorado, School District Number 012, GO, ROCS, Series II-R-1045,
1.08% due 12/15/2022 (e)(i) 7,860
3,245 Colorado Department of Transportation Revenue Bonds, ROCS, Series II-R-4046, 1.08%
due 12/15/2016 (a)(i) 3,245
10,225 Colorado Department of Transportation Revenue Refunding Bonds, PUTTERS, Series 318,
1.07% due 6/15/2015 (f)(i) 10,225
6,060 Colorado School Mines Development Corporation Revenue Bonds, VRDN, 1.07% due
9/01/2026 (i) 6,060
95,000 Colorado State, Education Loan Program, TRAN, 1.75% due 8/09/2004 95,236
Denver, Colorado, City and County Airport Revenue Bonds, VRDN, AMT (i):
9,850 Series F, 1.10% due 11/15/2025 9,850
4,675 Series G, 1.10% due 11/15/2025 4,675
Denver, Colorado, City and County Airport Revenue Refunding Bonds, AMT (i):
5,950 MERLOTS, Series A61, 1.14% due 11/15/2012 (b) 5,950
19,500 VRDN, Series C, 1.10% due 11/15/2025 19,500
8,537 El Paso County, Colorado, S/F Mortgage Revenue Refunding Bonds, Series A, 1.07%
due 5/25/2004 8,537
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Colorado $ 6,500 Pitkin County, Colorado, IDR, Refunding (Aspen Skiing Company Project), VRDN, AMT,
(concluded) Series B, 1.17% due 4/01/2014 (i) $ 6,500
53,200 Platte River Power Authority, Colorado, Electric Revenue Refunding Bonds, VRDN,
Sub-Lien, Series S-1, 1.04% due 6/01/2018 (i) 53,200
Connecticut-- 24,750 Eagle Tax-Exempt Trust, Connecticut, VRDN, Series 96, Class 0701, 1.02% due
0.2% 11/15/2004 (i) 24,750
District of District of Columbia, GO, Refunding, VRDN (i):
Columbia--1.9% 17,350 MSTR, Series SGA-62, 1.13% due 6/01/2017 (a) 17,350
13,810 Series C, 1.02% due 6/01/2026 (b) 13,810
85,000 District of Columbia, GO, TRAN, 2% due 9/30/2004 85,371
59,425 District of Columbia, HFA, S/F Mortgage Revenue Bonds, AMT, 1.09% due 12/24/2004 59,425
18,795 District of Columbia Hospital Revenue Bonds, FLOATS, Series 712, 1.12% due
7/15/2019 (i) 18,795
Florida--3.0% 8,738 Bay County, Florida, HFA, S/F Mortgage Revenue Bonds, FLOATS, AMT, Series 695,
1.22% due 6/01/2004 (i) 8,738
13,885 Broward County, Florida, Professional Sports Facilities, Tax Revenue Bonds, MSTR,
VRDN, Series SGA-38, 1.07% due 9/01/2021 (f)(i) 13,885
32,530 Capital Trust Agency, Florida, M/F Housing Revenue Bonds, VRDN, Series 1999-B,
1.13% due 12/01/2032 (i) 32,530
67,380 Dade County, Florida, Water and Sewer System Revenue Bonds, VRDN, 1% due
10/05/2022 (b)(i) 67,380
6,000 Eagle Tax-Exempt Trust, Florida, GO, Series 2003-0054, Class A, 1.08% due 7/01/2033 6,000
5,000 Florida Housing Finance Corporation, Housing Revenue Bonds (Tuscany Lakes), VRDN,
AMT, Series 1, 1.12% due 11/15/2035 (d)(i) 5,000
8,000 Florida State Board of Education, GO, MSTR, VRDN, Series SGA-139, 1.07% due
6/01/2032 (f)(i) 8,000
Florida State Board of Education, Lottery Revenue Bonds (i):
6,220 FLOATS, Series 858, 1.20% due 1/01/2017 (f) 6,220
2,880 ROCS, Series II-R-4521, 1.08% due 7/01/2020 (b) 2,880
11,677 Florida State Department of Environmental Protection, Preservation Revenue Bonds,
FLOATS, Series 722, 1.07% due 7/01/2022 (b)(i) 11,677
6,000 Highlands County, Florida, Health Facilities Authority, Hospital Revenue Refunding
Bonds (Adventist Health System), VRDN, Series C, 1.21% due 11/15/2021 (i) 6,000
3,995 Hillsborough County, Florida, Aviation Authority, Revenue Refunding Bonds, MERLOTS,
AMT, Series A18, 1.14% due 10/01/2013 (f)(i) 3,995
4,605 Jacksonville, Florida, Sales Tax Revenue Bonds, MERLOTS, Series B26, 1.09% due
10/01/2027 (f)(i) 4,605
19,100 Lakeland, Florida, Energy System Revenue Bonds, VRDN, Series A, 1.04% due
10/01/2035 (i) 19,100
32,100 Martin County, Florida, PCR, Refunding (Florida Power & Light Company Project),
VRDN, 1.17% due 7/15/2022 (i) 32,100
Orange County, Florida, Health Facilities Authority Revenue Bonds, FLOATS (i):
16,500 Series 532, 1.15% due 11/15/2015 (a) 16,500
19,295 Series 830, 1.07% due 11/15/2022 (e) 19,295
15,000 Orlando and Orange County, Florida, Expressway Authority, Expressway Revenue
Refunding Bonds, VRDN, Series C3, 1.02% due 7/01/2025 (e)(i) 15,000
12,650 Orlando, Florida, Greater Orlando Aviation Authority, CP, 1.02% due 7/08/2004 12,650
10,000 Palm Beach County, Florida, Health Facilities Authority, Pooled Hospital Revenue
Bonds, CP, 0.98% due 5/27/2004 10,000
6,985 Reedy Creek, Florida, Improvement District, Florida Utilities Revenue Bonds, ROCS,
Series II-R-4027, 1.08% due 10/01/2023 (f)(i) 6,985
Georgia--3.9% 4,560 Albany-Dougherty County, Georgia, Hospital Authority Revenue Refunding Bonds, FLOATS,
Series L3J, 1.08% due 9/01/2020 (a)(i) 4,560
16,300 Appling County, Georgia, Development Authority, PCR (Georgia Power Plant Hatch),
VRDN, Second Series, 1.13% due 12/01/2018 (i) 16,300
Atlanta, Georgia, Airport Revenue Refunding Bonds, VRDN (f)(i):
26,710 Series B-2, 1.02% due 1/01/2030 26,710
21,710 Series C-3, 1.02% due 1/01/2030 21,710
3,000 Atlanta, Georgia, Water and Wastewater Revenue Bonds, MSTR, VRDN, SGA-145, 1.07%
due 11/01/2033 (f)(i) 3,000
10,800 Atlanta, Georgia, Water and Wastewater Revenue Refunding Bonds, VRDN, Series B, 1.02%
due 11/01/2038 (e)(i) 10,800
8,000 Augusta, Georgia, Water and Sewer Revenue Refunding Bonds, MSTR, VRDN Series SGS-140,
1.07% due 10/01/2032 (e)(i) 8,000
17,000 Burke County, Georgia, Development Authority, PCR (Georgia Power Company--Plant
Vogtle Project), Refunding, 1st Series, 1.08% due 4/19/2005 17,000
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Georgia Clayton County, Georgia, Development Authority, Special Facilities Revenue Bonds
(concluded) (Delta Air Lines Project), VRDN (i):
$ 10,545 AMT, Series B, 1.11% due 5/01/2035 $ 10,545
6,500 AMT, Series C, 1.11% due 5/01/2035 6,500
10,135 Series A, 1.06% due 6/01/2029 10,135
7,000 Cobb County, Georgia, Development Authority Revenue Bonds (Whitefield Academy Inc.
Project), 1.03% due 7/01/2025 (i) 7,000
25,000 De Kalb County, Georgia, School District, GO, TAN, 2% due 12/31/2004 25,174
10,585 Eagle Tax-Exempt Trust, Georgia, GO, VRDN, Series 01, Class 1001, 1.08% due
11/01/2017 (i) 10,585
15,000 Fulton County, Georgia, Housing Authority Revenue Bonds, VRDN, 1.13% due
12/01/2034 (i) 15,000
6,815 Georgia Municipal Electric Authority, Power Revenue Bonds, VRDN, Series D, 1.10%
due 1/01/2017 (i) 6,815
184,950 Gwinnett County, Georgia, School District, GO, Construction Sales Tax Notes, 1.75%
due 12/30/2004 185,925
15,510 Municipal Electric Authority, Georgia, Revenue Refunding Bonds (Project One), VRDN,
Sub-Series E, 0.98% due 1/01/2026 (e)(i) 15,510
Hawaii--0.9% 7,930 Eagle Tax-Exempt Trust, Hawaii, VRDN, Series 2001, Class 1101, 1.08% due
7/01/2011 (e)(i) 7,930
7,500 Hawaii Pacific Health, Special Purpose Revenue Refunding Bonds (Wilcox Memorial
Hospital), VRDN, Series B-2, 1.12% due 7/01/2033 (g)(i) 7,500
7,220 Hawaii State, GO, FLOATS, Series 605, 1.07% due 8/01/2015 (b)(i) 7,220
29,000 Honolulu, Hawaii, City and County, GO, Refunding, Series C, 1.18% due 12/02/2004 (b) 29,000
19,000 Honolulu, Hawaii, City and County M/F Housing Revenue Bonds (Moanalua Hillside
Apartments), VRDN, AMT, 1.07% due 9/15/2032 (d)(i) 19,000
15,995 Municipal Securities Trust Certificates Revenue Bonds, VRDN, AMT, Series 2002-186,
Class A, 1.07% due 2/25/2021 (f)(i) 15,995
Illinois--7.5% 14,285 ABN Amro Munitops Certificates Trust, Chicago, Illinois, GO, VRDN, Series 2001-31,
1.09% due 1/01/2009 (b)(i) 14,285
Aurora (Kane, DuPage and Will Counties) and Springfield (Sangamon County), Illinois,
S/F Mortgage Revenue Bonds:
635 FLOATS, AMT, Series 789, 1.14% due 4/03/2006 (i) 635
34,500 Series A-2, 1.184% due 4/01/2004 34,500
51,564 VRDN, Series A, 1.181% due 4/01/2004 (i) 51,564
12,410 Chicago, Illinois, GO, VRDN, Series B, 1.02% due 1/01/2012 (i) 12,410
Chicago, Illinois, Midway Airport Revenue Bonds, Second Lien, AMT (f):
10,000 Series B, 1.13% due 1/01/2029 10,000
53,000 VRDN, Series A, 1.13% due 1/01/2029 (i) 53,000
5,830 Chicago, Illinois, Motor Fuel Tax Revenue Refunding Bonds, ROCS, Series II-R-2021,
1.08% due 1/01/2020 (a)(i) 5,830
Chicago, Illinois, O'Hare International Airport Revenue Bonds, ROCS, AMT (i):
2,700 Series II-R-239, 1.12% due 1/01/2022 (e) 2,700
5,995 Series II-R-250, 1.12% due 1/01/2034 (j) 5,995
14,300 Chicago, Illinois, O'Hare International Airport, Special Facilities Revenue Bonds
(Compagnie Nationale--Air France), VRDN, AMT, 1.09% due 5/01/2018 (i) 14,300
6,790 Chicago, Illinois, Park District, GO, Refunding, ROCS, Series II-R-4002, 1.08% due
1/01/2023 (b)(i) 6,790
13,085 Chicago, Illinois, Revenue Bonds (Homestart Program), VRDN, Series A, 1.12% due
6/01/2005 (i) 13,085
3,400 Cook County, Illinois, GO, Refunding, ROCS, Series II-R-2063, 1.08% due
11/15/2021 (f)(i) 3,400
11,000 Eagle Tax-Exempt Trust, Chicago Board of Education, VRDN, Series 01, Class 1309,
1.08% due 12/01/2026 (i) 11,000
9,900 Eagle Tax-Exempt Trust, Chicago, Illinois, GO, VRDN, Series 98, Class 1301, 1.08%
due 1/01/2017 (i) 9,900
30,000 Eagle Tax-Exempt Trust, Cook County, Illinois, VRDN, Series 02, Class 1303, 1.08%
due 11/15/2025 (a)(i) 30,000
14,355 Eagle Tax-Exempt Trust, Illinois Metropolitan Expo Center, VRDN, Series 98,
Class 1306, 1.08% due 6/15/2029 (i) 14,355
Eagle Tax-Exempt Trust, Illinois State, GO, VRDN (i):
11,000 Series 01, Class 1307, 1.08% due 11/01/2022 11,000
11,100 Series 02, Class 1302, 1.08% due 2/01/2027 11,100
5,000 Eagle Tax-Exempt Trust, Metropolitan Pier and Exposition Authority, Illinois,
Series 2002-6001, Class A, 1.08% due 12/15/2028 (f)(i) 5,000
5,000 Illinois Development Finance Authority, Water Facilities Revenue Refunding Bonds
(Illinois American Water Company), VRDN, AMT, 1.09% due 3/01/2032 (f)(i) 5,000
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Illinois Illinois Educational Facilities Authority Revenue Bonds, VRDN (i):
(concluded) $ 8,450 (The Art Institute of Chicago), 1% due 3/01/2027 $ 8,450
4,500 (The Art Institute of Chicago), 1% due 3/01/2034 4,500
4,800 (Chicago Historical Society), 1% due 12/01/2025 4,800
Illinois Educational Facilities Authority Revenue Refunding Bonds, VRDN (i):
28,800 (The Art Institute of Chicago), 1% due 3/01/2027 28,800
17,800 (Northwestern University), 1% due 12/01/2025 17,800
14,000 Illinois HDA, Homeowner Mortgage Revenue Bonds, AMT, Series B-2, 1.04% due 4/01/2005 14,000
Illinois HDA, M/F Housing Revenue Bonds (Danbury Court Apartments), VRDN, AMT (i):
6,300 Series A, 1.11% due 5/01/2037 6,300
450 Series B, 1.21% due 5/01/2037 450
Illinois Health Facilities Authority Revenue Bonds, Revolving Fund, Pooled, VRDN (i):
10,000 Series B, 1.02% due 8/01/2020 10,000
7,000 Series F, 1.02% due 8/01/2015 7,000
18,325 Illinois Health Facilities Authority, Revenue Refunding Bonds (Little Company of
Mary Hospital), VRDN, Series A, 1.02% due 8/15/2021 (f)(i) 18,325
2,940 Illinois State Dedicated Tax (Macon Trust), VRDN, Series N, 1.12% due 12/15/2020 (i) 2,940
18,815 Illinois State, FLOATS, Series SG-60, 1.07% due 8/01/2019 (i) 18,815
8,995 Illinois State, GO, MERLOTS, Series B04, 1.09% due 12/01/2024 (e)(i) 8,995
Illinois State, GO, Refunding (f)(i):
16,675 FLOATS, Series 743D, 1.07% due 8/01/2015 (h) 16,675
5,930 MERLOTS, Series A49, 1.09% due 8/01/2013 5,930
Illinois Student Assistance Commission, Student Loan Revenue Bonds, VRDN, AMT (i):
4,300 Series A, 1.04% due 3/01/2006 4,300
16,605 Series A-I, 1.06% due 9/01/2034 (f) 16,605
4,600 Metropolitan Pier and Exposition Authority, Illinois, Dedicated State Tax Revenue
Bonds, ROCS, Series II-R-270, 1.17% due 12/15/2031 (f)(i) 4,600
33,895 Municipal Series Trust Certificates, Chicago, Illinois, Board of Education, GO,
Refunding, VRDN, Class A, Series 2002-191, 1.12% due 3/18/2019 (b)(i) 33,895
29,950 Municipal Securities Trust Certificates, Chicago O'Hare International Airport,
Illinois, Revenue Bonds, VRDN, AMT, Series 2001-151, Class A, 1.15% due
6/30/2015 (a)(i) 29,950
26,045 Municipal Securities Trust Certificates, Chicago, O'Hare International Airport,
Illinois, Revenue Refunding Bonds, VRDN, AMT, Series 2000-93, Class A, 1.15% due
10/04/2012 (a)(i) 26,045
29,085 Municipal Securities Trust Certificates, Cook County, Illinois, GO, Refunding, VRDN,
Class A, Series 2001-145, 1.07% due 11/15/2029 (b)(i) 29,085
31,615 Municipal Securities Trust Certificates, Metropolitan Pier and Exposition Authority,
Illinois, Revenue Refunding Bonds, VRDN, Series 2001-157, Class A, 1.07% due
10/05/2017 (b)(i) 31,615
21,350 Regional Transportation Authority, Illinois, FLOATS, Series SG-82, 1.07% due
6/01/2025 (i) 21,350
Regional Transportation Authority, Illinois, GO, MERLOTS (i):
19,920 Series A24, 1.09% due 7/01/2032 (f) 19,920
4,965 Series A41, 1.09% due 6/01/2017 (b) 4,965
5,185 Regional Transportation Authority, Illinois, Revenue Bonds, MERLOTS, Series B-15,
1.09% due 6/01/2027 (f)(i) 5,185
33,118 Regional Transportation Authority, Illinois, Revenue Refunding Bonds, FLOATS,
Series 818-D, 1.07% due 7/01/2033 (b)(i) 33,117
8,300 Will County, Illinois, Exempt Facilities Revenue Bonds (Amoco Chemical Company
Project), VRDN, AMT, 1.13% due 3/01/2028 (i) 8,300
Indiana--7.4% 10,000 ABN Amro Munitops Certificates Trust, South Bend, Indiana, Community School District,
VRDN, Series 1998-5, 1.09% due 4/05/2006 (e)(i) 10,000
5,425 Carmel, Indiana, School Building Corporation Revenue Bonds, ROCS, Series II-R-2065,
1.08% due 7/15/2020 (f)(i) 5,425
13,000 Goshen, Indiana, EDR, Refunding (Goshen College Project), VRDN, 1.03% due
10/01/2037 (i) 13,000
265,000 Indiana Bond Bank, Advance Program Revenue Notes, Series A, 2% due 1/25/2005 266,934
5,875 Indiana Bond Bank Revenue Bonds, FLOATS, Series 670, 1.07% due 10/01/2022 (f)(i) 5,875
Indiana Health Facilities Financing Authority, Hospital Revenue Bonds, VRDN (i):
80,700 (Clarian Health Obligation Group), Series C, 1.04% due 3/01/2030 80,700
11,000 (Clarian Health Partners), Series H, 1.04% due 3/01/2033 11,000
15,000 (Community Hospitals Project), Series A, 1.05% due 7/01/2027 15,000
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Indiana Indiana Health Facilities Financing Authority, Hospital Revenue Refunding Bonds
(concluded) (Clarian Health Partners), VRDN (i):
$ 51,800 Series B, 1.04% due 2/15/2026 $ 51,800
50,800 Series C, 1.04% due 2/15/2026 50,800
550 Indiana Health Facilities Financing Authority Revenue Bonds (Capital Access
Designated Pool), VRDN, 1% due 1/01/2012 (i) 550
Indiana Health Facilities Financing Authority, Revenue Refunding Bonds (Ascension
Health Credit), VRDN (i):
29,200 Series B, 1% due 11/15/2039 29,200
16,000 Series GP-A-3, 1.05% due 3/01/2005 16,000
17,500 Series GP-A-4, 1.05% due 3/01/2005 17,500
40,250 Indiana State Development Finance Authority, Environmental Revenue Bonds (PSI
Energy Inc. Projects), VRDN, AMT, Series A, 1.20% due 12/01/2038 (i) 40,250
Indiana State Office Building Commission, Facilities Revenue Bonds (i):
48,600 (Miami Correctional Facility--Phase II), VRDN, Series A, 1% due 7/01/2022 48,600
5,365 ROCS, Series II-R-4534, 1.08% due 7/01/2020 5,365
34,995 Municipal Securities Trust Certificates, Indianapolis, Indiana, Local Public
Improvement, GO, VRDN, Series 2002-192, Class A, 1.07% due 6/18/2014 (f)(i) 34,995
7,700 Whiting, Indiana, Environmental Facilities Revenue Bonds (BP Products North America
Project), VRDN, AMT, 1.13% due 7/01/2035 (i) 7,700
Whiting, Indiana, Environmental Facilities Revenue Refunding Bonds, VRDN, AMT (i):
2,400 (Amoco Oil Company Project), 1.13% due 1/01/2026 2,400
1,000 (Amoco Oil Company Project), 1.13% due 7/01/2031 1,000
1,800 (BP Products of North America), 1.13% due 1/01/2038 1,800
16,345 (BP Products Project), Series C, 1.13% due 7/01/2034 16,345
25,600 Whiting, Indiana, Industrial Sewer and Solid Waste Disposal Revenue Refunding Bonds
(Amoco Oil Company Project), VRDN, AMT, 1.13% due 1/01/2026 (i) 25,600
Iowa--0.2% 14,500 Iowa Student Loan Liquidity Corporation, Student Loan Revenue Bonds, VRDN, AMT,
Series B, 1.05% due 12/01/2013 (a)(i) 14,500
10,000 Louisa County, Iowa, PCR, Refunding (Iowa--Illinois Gas and Electric), VRDN,
Series A, 1.07% due 9/01/2016 (i) 10,000
Kansas--0.2% 13,000 Kansas State Turnpike Authority, Turnpike Revenue Refunding Bonds, PUTTERS,
Series 361, 1.05% due 3/01/2011 (a)(i) 13,000
6,610 Unified Government of Wyandotte County and Kansas City, Kansas, GO, Municipal
Temporary Notes, Series III, 1.08% due 11/01/2004 6,610
Kentucky--2.1% 2,500 Boyd County, Kentucky, Sewer and Solid Waste Revenue Bonds (Air Products and
Chemicals Project), VRDN, AMT, 1.09% due 6/01/2021 (i) 2,500
20,930 Carroll County, Kentucky, Solid Waste Disposal Facilities, CP, 1.03% due 4/19/2004 20,930
Daviess County, Kentucky, Solid Waste Disposal Facility Revenue Bonds (Scott Paper
Company Project), VRDN, AMT (i):
44,100 Series A, 1.15% due 12/01/2023 44,100
26,200 Series B, 1.15% due 12/01/2023 26,200
3,375 Eagle Tax-Exempt Trust, Kentucky State Property and Buildings Commission Revenue
Refunding Bonds, Series 2004-0002, Class A, 1.08% due 10/01/2018 (e) 3,375
26,000 Jefferson County, Kentucky, CP, 1.02% due 4/05/2004 26,000
Kenton County, Kentucky, Airport Board, Special Facilities Revenue Refunding Bonds,
VRDN (i):
26,800 (Airis Cincinnati LLC), AMT, Series A, 1.12% due 7/01/2032 26,800
2,200 Series B, 1.06% due 10/01/2030 2,200
1,200 Kentucky Economic Development Finance Authority, Hospital Facilities Revenue
Refunding Bonds (Baptist Healthcare), VRDN, Series C, 1.10% due 8/15/2031 (f)(i) 1,200
5,060 Kentucky State Property and Buildings Commission Revenue Bonds, FLOATS, Series 874,
1.07% due 11/01/2011 (a)(i) 5,060
5,900 Kentucky State Property and Buildings Commission, Revenue Refunding Bonds, FLOATS,
Series 575, 1.07% due 2/01/2017 (e)(i) 5,900
36,475 Kentucky State Turnpike Authority, Resource Recovery Road Revenue Bonds, FLOATS,
Series 488, 1.07% due 7/01/2007 (e)(i) 36,475
16,000 Louisville and Jefferson County, Kentucky, Metropolitan Sewer District, Sewer and
Drain System Revenue Refunding Bonds, VRDN, Series B, 1.02% due 5/15/2023 (e)(i) 16,000
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Louisiana-- $ 17,700 Ascension Parish, Louisiana, Revenue Bonds (BASF Corporation Project), VRDN,
3.8% AMT, 1.21% due 3/01/2025 (i) $ 17,700
31,500 Calcasieu Parish, Louisiana, IDB, Environmental Revenue Refunding Bonds (Citgo
Petroleum Corp.), VRDN, AMT, 1.13% due 3/01/2025 (i) 31,500
31,845 East Baton Rouge, Louisiana, Mortgage Finance Authority Revenue Bonds (Conventional
Program Notes), Series A-R-4, 1.139% due 5/03/2004 31,845
20,000 East Baton Rouge, Louisiana, Mortgage Finance Authority, S/F Mortgage Revenue Bonds,
VRDN, Series B, 1.126% due 12/01/2004 (i) 20,000
6,379 Jefferson Parish, Louisiana, Home Mortgage Authority, S/F Mortgage Revenue Bonds,
AMT, Series B, 1.08% due 9/24/2004 6,379
25,000 Jefferson Parish, Louisiana, Hospital Service District Number 001, Hospital Revenue
Bonds (West Jefferson Medical Center), VRDN, Series B, 1.05% due 1/01/2028 (e)(i) 25,000
Louisiana HFA, S/F Mortgage Revenue Refunding Bonds:
41,396 1.127% due 5/31/2035 41,396
7,059 AMT, 1.127% due 5/28/2004 7,059
10,000 VRDN, 1.117% due 4/29/2005 (i) 10,000
6,000 Louisiana Local Government, Environmental Facilities, Community Development
Authority Revenue Bonds (Honeywell International Inc. Project), VRDN, AMT, 1.22%
due 12/01/2037 (i) 6,000
Louisiana Public Facilities Authority Revenue Bonds (Equipment and Capital Facilities
Loan Program), VRDN (i):
17,765 Series B, 1.10% due 7/01/2023 17,765
15,620 Series C, 1.08% due 7/01/2024 15,620
2,845 Louisiana State GO, FLOATS, Series 667, 1.08% due 4/01/2019 (b)(i) 2,845
New Orleans, Louisiana, Ernest N. Morial Exhibit Hall Authority, Special Tax (a)(i):
5,625 MERLOTS, Series A46, 1.09% due 7/15/2028 5,625
8,160 ROCS, Series II-R-4038, 1.08% due 7/15/2023 8,160
21,557 New Orleans, Louisiana, Finance Authority, S/F Mortgage Revenue Refunding Bonds,
Series C, 1.134% due 6/01/2042 21,557
5,250 New Orleans, Louisiana, IDB, M/F Mortgage Housing Revenue Bonds, VRDN, 1.09% due
12/01/2043 (i) 5,250
17,200 Plaquemines Parish, Louisiana, Environmental Revenue Bonds (BP Exploration & Oil),
VRDN, AMT, 1.13% due 10/01/2024 (i) 17,200
4,400 Saint Charles Parish, Louisiana, PCR, Refunding (Shell Oil Company Project), VRDN,
1.02% due 6/01/2005 (i) 4,400
Saint Charles Parish, Louisiana, PCR, VRDN, AMT (i):
48,700 (Shell Oil Company--Norco Project), 1.13% due 11/01/2021 48,700
15,100 (Shell Oil Company--Norco Project), 1.13% due 9/01/2023 15,100
21,000 (Shell Oil Company Project), Series A, 1.13% due 10/01/2022 21,000
4,400 South Louisiana Port Commission, Port Revenue Refunding Bonds (Occidental Petroleum),
VRDN, 1.02% due 7/01/2018 (i) 4,400
Maryland--0.9% 5,345 Anne Arundel County, Maryland, Pollution Revenue Bonds (Baltimore Gas and Electric
Company), 1.23% due 7/01/2004 5,345
35,700 Baltimore, Maryland, Port Facilities Revenue Bonds (Occidental Petroleum), FLOATS,
1% due 10/14/2011 (i) 35,700
38,305 Maryland State Health and Higher Educational Facilities Authority, Revenue Refunding
Bonds, FLOATS, Series 867, 1.08% due 7/01/2019 (b)(i) 38,305
10,000 Montgomery County, Maryland, EDR (Riderwood Village Inc. Project), Refunding, VRDN,
1.05% due 3/01/2034 (i) 10,000
Massachusetts-- 10,000 Eagle Tax-Exempt Trust, Massachusetts Commuter Facilities, VRDN, Series 2001,
1.2% Class 2101, 1.02% due 6/15/2033 (i) 10,000
29,864 Massachusetts State, GO, Refunding, FLOATS, Series 716D, 1.02% due 8/01/2018 (f)(i) 29,863
10,500 Massachusetts State Heritage, CP, 1% due 5/12/2004 10,500
7,500 New Bedford, Massachusetts, GO, RAN, 1.75% due 6/30/2004 7,512
51,000 Route 3 North Transit Improvement Association, Massachusetts, Lease Revenue
Refunding Bonds, VRDN, Series B, 1% due 6/15/2033 (a)(i) 51,000
13,500 Springfield, Massachusetts, GO, RAN, 2.25% due 6/30/2004 13,532
Michigan--2.7% 15,000 ABN Amro Munitops Certificates Trust, Michigan, GO, Series 2002-29, 1.08% due
11/01/2010 (b) 15,000
Detroit, Michigan, City School District (i):
4,615 GO, VRDN, Series A, 1.10% due 5/01/2029 (e) 4,615
46,650 MERLOTS, Series A-113, 1.09% due 5/01/2029 46,650
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Michigan Detroit, Michigan, Sewer Disposal Revenue Refunding Bonds (e)(i):
(concluded) $ 6,300 MERLOTS, Series B-02, 1.09% due 7/01/2028 $ 6,300
9,755 MSTR, VRDN, SGB 47-A, 1.08% due 7/01/2028 9,755
Kent Hospital Finance Authority, Michigan, Revenue Refunding Bonds (Spectrum
Health), VRDN (f)(i):
24,200 Series B, 1.04% due 1/15/2026 24,200
16,800 Series C, 1.04% due 1/15/2026 16,800
Michigan Municipal Bond Authority Revenue Bonds:
11,000 Series B-1, 2% due 8/20/2004 11,041
24,000 Series B-2, 2% due 8/23/2004 24,091
4,300 Michigan State Building Authority, Revenue Refunding Bonds, ROCS, Series II-R-2064,
1.08% due 10/15/2021 (f)(i) 4,300
22,000 Michigan State Hospital Finance Authority, Revenue Refunding Bonds, MERLOTS, Series K,
1.09% due 11/15/2023 (f)(i) 22,000
16,505 Municipal Securities Trust Certificates, Revenue Refunding Bonds (Michigan State
Hospital), VRDN, Series 1997-24, Class A, 1.07% due 12/01/2005 (e)(i) 16,505
76,920 Wayne Charter County, Michigan, Airport Revenue Bonds (Detroit Metropolitan Wayne
County), VRDN, AMT, Series A, 1.05% due 12/01/2032 (b)(i) 76,920
Minnesota--1.5% 30,600 City of Rochester, Minnesota, CP, 0.98% due 5/12/2004 30,600
18,140 Duluth, Minnesota, EDA, Health Care Facilities Revenue Refunding Bonds, FLOATS,
Series 895, 1.08% due 2/15/2020 (a)(i) 18,140
14,000 Minnesota Rural Water Finance Authority, Public Projects Construction Notes,
Series B, 2% due 10/15/2004 14,068
Minnesota State, CP:
81,000 1% due 5/03/2004 81,000
9,100 0.96% due 5/11/2004 9,100
Mississippi-- 7,000 Jackson County, Mississippi, Industrial Sewer Facilities Revenue Bonds (Chevron
1.3% U.S.A. Inc. Project), VRDN, AMT, 1.13% due 12/15/2024 (i) 7,000
7,100 Mississippi Business Finance Corporation, Mississippi Solid Waste Disposal Revenue
Bonds (Mississippi Power Company Project), VRDN, AMT, 1.22% due 7/01/2025 (i) 7,100
3,520 Mississippi Business Finance Corporation, Mississippi, Solid Waste Disposal
Revenue Refunding Bonds (Mississippi Power Company Project), VRDN, AMT, 1.22% due
5/01/2028 (i) 3,520
12,500 Mississippi Home Corporation, Lease Purpose Revenue Bonds, VRDN, 1.12% due
10/01/2007 (i) 12,500
61,507 Mississippi Home Corporation, S/F Revenue Bonds, FLOATS, AMT, Series 714, 1.15%
due 10/03/2005 (i) 61,507
Mississippi Hospital Equipment and Facilities Authority Revenue Bonds, VRDN (i):
18,700 (Baptist Memorial Hospital Project), 1.04% due 5/01/2021 18,700
25,900 (Mississippi Baptist Medical Center), 1.06% due 7/01/2012 25,900
Missouri--0.7% 40,000 Lees Summit, Missouri, M/F Housing Revenue Bonds (Affordable Housing Acquisition),
VRDN, Series A, 1.33% due 7/01/2046 (i) 40,000
Missouri State Health and Educational Facilities Authority, School District Advance
Funding Program Revenue Bonds:
10,000 (Park Hill School District), Series M, 1.15% due 10/29/2004 10,000
8,000 (Saint Louis County Schools), Series O, 1.18% due 10/29/2004 8,000
10,750 Missouri State Public Utilities Commission, Interim Construction Notes, 2% due
10/15/2004 10,802
Nebraska--1.5% 79,000 American Public Energy Agency, Nebraska, Gas Supply Revenue Bonds (National Public
Gas Agency Project), VRDN, Series B, 1.07% due 2/01/2014 (i) 79,000
25,000 Lincoln, Nebraska, Electric System Revenue Bonds, CP, 0.95% due 5/06/2004 25,000
4,395 Municipal Energy Agency of Nebraska, Power Supply System Revenue Bonds, ROCS,
Series II-R-2051, 1.08% due 4/01/2022 (e)(i) 4,395
4,750 Nebhelp Inc., Nebraska, Revenue Bonds, ROCS, AMT, Series II-R-205, 1.12% due
6/01/2013 (f)(i) 4,750
32,400 Nebraska Public Power District Revenue Bonds, CP, 0.95% due 4/08/2004 32,400
4,995 Nebraska Public Power District, Revenue Refunding Bonds, ROCS, Series II-R-209,
1.08% due 1/01/2012 (f)(i) 4,995
Nevada--1.5% 29,185 ABN Amro Munitops Certificates Trust, Clark County, Nevada, Airport Revenue Bonds,
VRDN, Series 1999-15, 1.09% due 1/02/2008 (f)(i) 29,185
81,540 Clark County, Nevada, Airport Improvement Revenue Refunding Bonds, VRDN, Series A,
1.01% due 7/01/2012 (f)(i) 81,540
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Nevada $ 3,830 Clark County, Nevada, GO, ROCS, Series II-R-4012, 1.12% due 7/01/2023 (a)(i) $ 3,830
(concluded) 12,500 Clark County, Nevada, IDR (Southwest Gas Corporation Project), VRDN, AMT, Series B,
1.07% due 3/01/2038 (i) 12,500
9,055 Las Vegas Valley, Nevada, Water District, GO, Refunding, MERLOTS, Series B 10,
1.09% due 6/01/2024 (f)(i) 9,055
6,705 Nevada Housing Division Revenue Bonds (Multi-Unit Housing--Mesquite), VRDN, AMT,
Series B, 1.40% due 5/01/2028 (i) 6,705
7,320 Washoe County, Nevada, School District, GO, ROCS, Series II-R-2012, 1.08% due
6/01/2020 (b)(i) 7,320
New Hampshire-- New Hampshire Higher Educational and Health Facilities Authority, Revenue Refunding
0.2% Bonds, FLOATS (b)(i):
5,475 Series 772, 1.08% due 1/01/2017 5,475
11,000 Series 866, 1.08% due 8/15/2021 11,000
7,415 New Hampshire State Business Finance Authority, Resource Recovery Revenue Refunding
Bonds (Wheelabrator), VRDN, Series A, 1.02% due 1/01/2018 (i) 7,415
New Jersey-- 40,000 New Jersey State, TRAN, Series 2004-A, 2% due 6/25/2004 40,089
0.4% 4,500 Port Authority of New York and New Jersey, Special Obligation Revenue Refunding
Bonds (Versatile Structure Obligation), VRDN, AMT, Series 4, 1.15% due 4/01/2024 (i) 4,500
New Mexico-- 9,000 New Mexico Mortgage Finance Authority, S/F Mortgage Revenue Bonds, VRDN, AMT, 1.098%
0.1% due 3/01/2005 (i) 9,000
New York--6.6% 19,720 Babylon, New York, IDA, Residential Recovery Revenue Refunding Bonds (Ogden
Martin Project), VRDN, 0.99% due 1/01/2019 (e)(i) 19,720
15,000 Binghamton, New York, GO, Refunding, BAN, 2% due 9/24/2004 15,065
35,000 Buffalo, New York, GO, RAN, Series A, 2.75% due 7/29/2004 35,191
10,000 Central Islip, New York, Union Free School District, GO, TAN, 1.50% due 6/25/2004 10,013
5,500 Connetquot Central School District, New York, Islip, GO, BAN, 2% due 1/27/2005 5,539
24,700 Eagle Tax-Exempt Trust, New York State Dormitory Authority (Memorial Sloan),
VRDN, Series 98, Class 3202, 1.05% due 7/01/2023 (f)(i) 24,700
9,100 Elmont, New York, Union Free School District, GO, TAN, 1.50% due 6/29/2004 9,106
8,000 Herricks, New York, Union Free School District, BAN, 2% due 12/02/2004 8,044
9,000 Kings Park, New York, Central School District, GO, TAN, 1.25% due 6/29/2004 9,004
6,500 Long Island Power Authority, New York, Electric System Revenue Bonds, VRDN,
Sub-Series 7-B, 1% due 4/01/2025 (f)(i) 6,500
20,000 Metropolitan Transportation Authority, New York, CP, 0.98% due 9/10/2004 20,000
20,000 Metropolitan Transportation Authority, New York, Dedicated Tax Fund, Revenue
Refunding Bonds, VRDN, Series B, 1.01% due 11/01/2022 (e)(i) 20,000
25,000 Monroe County, New York, GO, RAN, 1.75% due 4/15/2004 25,006
15,930 Monroe County, New York, Public Improvement, GO, Refunding, BAN, 2.25% due
12/17/2004 16,039
13,995 Municipal Securities Trust Certificates, New York City, New York, City Transitional
Finance Authority, Revenue Bonds, VRDN, Series 2002-202, Class A, 1.04% due
10/21/2010 (b)(i) 13,995
21,500 New York City, New York, City Municipal Water Finance Authority, Water and Sewer
System Revenue Refunding Bonds, MSTR, VRDN, Series SGB-27, 1.05% due 6/15/2024 (e)(i) 21,500
23,100 New York City, New York, GO, Refunding, VRDN, Sub-Series C-5, 1.01% due 8/01/2020 (i) 23,100
40,000 New York City, New York, GO, VRDN, Sub-Series H-3, 0.95% due 3/01/2034 (i) 40,000
New York State Dormitory Authority, Mental Health Facilities Improvement Revenue
Refunding Bonds, VRDN (e)(i):
9,000 Series F-2A, 1% due 2/15/2021 9,000
40,000 Series F-2B, 1% due 2/15/2021 40,000
17,500 New York State, HFA, Service Contract Revenue Refunding Bonds, VRDN, Series B, 1%
due 3/15/2026 (i) 17,500
11,780 New York State Local Government Assistance Corporation, Revenue Refunding Bonds,
Sub-Lien, VRDN, Series A-7V, 1% due 4/01/2020 (b)(i) 11,780
5,995 New York State Power Authority Revenue Bonds, ROCS, Series II-R-210, 1.05% due
11/15/2015 (f)(i) 5,995
9,600 Putnam County, New York, GO, TAN, 2% due 11/19/2004 9,651
Rochester, New York, GO:
75,805 BAN, Series II, 2% due 10/22/2004 76,174
17,000 RAN, Series III, 2% due 6/30/2004 17,038
12,437 Solvay, New York, Union Free School district, GO, Refunding, BAN, 1.40% due 7/20/2004 12,452
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
New York $ 110,000 Suffolk County, New York, GO, TAN, Series I, 2% due 8/12/2004 $ 110,391
(concluded) 10,000 Triborough Bridge and Tunnel Authority, New York, General Purpose Revenue
Refunding Bonds, VRDN, Series B, 1% due 1/01/2032 (a)(i) 10,000
5,275 Triborough Bridge and Tunnel Authority, New York, Revenue Bonds, FLOATS,
Series 729, 1.05% due 11/15/2019 (f)(i) 5,275
31,900 William Floyd Union Free School District, Mastics-Moriches-Shirley, GO, TAN,
1.25% due 6/25/2004 31,911
North 17,000 Mecklenburg County, North Carolina, GO, VRDN, Series B, 2% due 2/01/2005 (i) 17,129
Carolina--0.5% 19,995 Municipal Securities Trust Certificates, North Carolina Eastern Municipal Power
Agency, Refunding, VRDN, Series 2002-201, Class A, 1.05% due 4/12/2017 (i) 19,995
8,165 North Carolina Eastern Municipal Power Agency, Power System Revenue Bonds,
MERLOTS, Series A22, 1.09% due 1/01/2024 (i) 8,165
4,500 North Carolina State, GO, MERLOTS, Series A23, 1.09% due 3/01/2027 (i) 4,500
4,200 Wake County, North Carolina, Industrial Facilities and Pollution Control Financing
Authority Revenue Bonds (Solid Waste Disposal--Highway 55), VRDN, AMT, 1.16% due
9/01/2013 (i) 4,200
North Dakota-- 9,610 North Dakota Rural Water Finance Corporation, Public Projects Construction Notes,
0.2% VRDN, 2% due 10/15/2004 (i) 9,652
6,340 Oliver City, North Dakota, PCR, Refunding, MERLOTS, Series B07, 1.09% due
1/01/2027 (a)(i) 6,340
Ohio--0.9% 22,275 Eagle Tax-Exempt Trust, Ohio State Turnpike, VRDN, Series 98, Class 3503, 1.08%
due 2/15/2026 (i) 22,275
10,500 Eagle Tax-Exempt Trust, Ohio, Water Authority Revenue Bonds (Ohio Edison), VRDN,
Series 95, Class 3502, 1.08% due 7/01/2015 (i) 10,500
28,000 Hamilton County, Ohio, Health Care Facilities Revenue Bonds (Twin Towers and
Twin Lakes), VRDN, Series A, 1.04% due 7/01/2023 (i) 28,000
Ohio State Air Quality Development Authority, Revenue Refunding Bonds (Cincinnati
Gas and Electric), VRDN (i):
7,900 Series A, 1.20% due 9/01/2030 7,900
16,300 Series B, 1.22% due 9/01/2030 16,300
5,000 Ohio State, GO, FLOATS, Series 603, 1.07% due 9/15/2020 (e)(i) 5,000
Oklahoma--1.7% 18,665 Comanche County, Oklahoma, Home Finance Authority, S/F Mortgage Revenue Bonds, VRDN,
Series A, 1.16% due 4/01/2004 (i) 18,665
Moore, Oklahoma, EDA, S/F Mortgage Revenue Bonds:
7,000 Series A, 0.962% due 4/08/2004 7,000
2,900 VRDN, Series B-R-3, 0.972% due 4/14/2005 (i) 2,900
35,000 Oklahoma County, Oklahoma, Finance Authority Revenue Bonds (Oklahoma County Housing
Preservation), VRDN, 1.13% due 1/01/2033 (i) 35,000
26,760 Oklahoma County, Oklahoma, Home Financing Authority, S/F Mortgage Revenue Bonds,
VRDN, Series A, 1.161% due 5/01/2006 (i) 26,760
5,000 Oklahoma State Development Finance Authority Revenue Bonds (ConocoPhilips Company
Project), VRDN, AMT, 1.35% due 12/01/2004 (i) 5,000
4,500 Oklahoma State HFA, S/F Mortgage Revenue Refunding Bonds, AMT, 1.08% due 8/31/2004 4,500
1,500 Oklahoma State Industries Authority, Revenue Refunding Bonds (Integris Baptist),
VRDN, Series B, 1.10% due 8/15/2029 (f)(i) 1,500
Oklahoma State Water Resource Board, State Loan Program Revenue Bonds, Series A:
30,985 0.87% due 4/01/2004 30,985
31,000 0.98% due 10/01/2004 31,000
8,200 Tulsa County, Oklahoma, Home Finance Authority, S/F Mortgage Revenue Bonds, VRDN,
Series A, 1.157% due 4/01/2004 (i) 8,200
Oregon--0.2% 11,730 ABN Amro Munitops Certificates Trust, Portland, Oregon, GO, VRDN, Series 2001-4,
1.07% due 6/01/2009 (f)(i) 11,730
4,250 Gilliam County, Oregon, Solid Waste Disposal Revenue Bonds (Waste Management Inc.
Project), VRDN, 1.08% due 7/01/2027 (i) 4,250
7,000 Oregon State Health, Housing, Educational and Cultural Facilities Authority Revenue
Bonds (Sacred Heart Medical Center), VRDN, Series A, 1% due 11/01/2028 (i) 7,000
Pennsylvania-- 37,330 Allegheny County, Pennsylvania, GO, Refunding, Series C-50, 1.30% due 5/03/2004 37,330
3.8% 7,800 Arkansas State Development Finance Authority, M/F Housing Revenue Bonds (Chapelridge
Benton Project), VRDN, AMT, Series C, 1.14% due 6/01/2032 (i) 7,800
2,500 Butler County, Pennsylvania, IDA, IDR, Refunding (Wetterau Finance Co. Project),
VRDN, 1.04% due 12/01/2014 (i) 2,500
25,240 Dauphin County, Pennsylvania, General Authority, Revenue Refunding Bonds (School
District Pooled Financing Program II), VRDN, 1.05% due 9/01/2032 (a)(i) 25,240
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Pennsylvania Delaware Valley, Pennsylvania, Regional Finance Authority, Local Government
(concluded) Revenue Bonds, VRDN (i):
$ 15,600 Mode 1, 1.04% due 8/01/2016 $ 15,600
15,100 Series B, 1.04% due 12/01/2020 15,100
5,400 Series C, 1.04% due 12/01/2020 5,400
15,150 Series D, 1.04% due 12/01/2020 15,150
18,735 Eagle Tax-Exempt Trust, Pennsylvania, GO, VRDN, Series 94, Class 3803, 1.08% due
5/01/2008 (i) 18,735
Emmaus, Pennsylvania, General Authority Revenue Bonds, VRDN (i):
13,200 (Pennsylvania Loan Program), Series A, 1.02% due 3/01/2030 (e) 13,200
10,625 Series A, 1.05% due 3/01/2024 10,625
7,500 Series D, 1.05% due 3/01/2024 7,500
12,020 Erie County, Pennsylvania, Hospital Authority Revenue Bonds, FLOATS, Series 820,
1.07% due 7/01/2022 (f)(i) 12,020
12,000 Lackawanna County, Pennsylvania, GO, MSTR, VRDN, Series SGB-38, 1.08% due
9/15/2020 (i) 12,000
5,000 Mount Lebanon, Pennsylvania, School District, GO, MERLOTS, Series B19, 1.09% due
2/15/2027 (f)(i) 5,000
30,000 Pennsylvania Economic Development Financing Authority, Exempt Facilities Revenue
Bonds (Reliant Energy Seward, LLC Project), VRDN, AMT, Series A, 1.09% due
12/01/2036 (i) 30,000
Pennsylvania State Higher Education Assistance Agency, Student Loan Revenue Bonds,
VRDN, Series A (a)(i):
18,700 1.03% due 12/01/2025 18,700
50,000 AMT, 1.05% due 6/01/2029 50,000
10,665 Pennsylvania State Turnpike Commission, Turnpike Revenue Refunding bonds, VRDN,
Series B, 1.02% due 12/01/2012 (i) 10,665
49,200 Philadelphia, Pennsylvania, Water and Wastewater Revenue Refunding Bonds, VRDN,
1.03% due 6/15/2023 (e)(i) 49,200
9,120 Southeastern Pennsylvania Transportation Authority, Special Revenue Bonds, Series A,
5.75% due 3/01/2005 (b) 9,583
22,000 Temple University of the Commonwealth System of Higher Education, Pennsylvania,
University Funding Obligation Revenue Bonds, 1.20% due 5/04/2004 22,000
Rhode Island-- Rhode Island State and Providence Plantations, GO, FLOATS (i):
0.4% 26,160 Series 568, 1.07% due 9/01/2017 (f) 26,160
16,095 Series 720, 1.07% due 11/01/2022 (b) 16,095
South 12,195 ABN Amro Munitops Certificates Trust, Lexington County, South Carolina, GO, VRDN,
Carolina--1.4% Series 2001-37, 1.09% due 2/01/2010 (b)(i) 12,195
Berkeley County, South Carolina, Exempt Facilities, Industrial Revenue Bonds
(Amoco Chemical Company Project), VRDN, AMT (i):
15,300 1.13% due 4/01/2027 15,300
8,300 1.13% due 4/01/2028 8,300
7,500 Dorchester County, South Carolina, GO, TAN, 1.75% due 4/15/2004 7,500
Florence County, South Carolina, Solid Waste Disposal and Wastewater Treatment
Revenue Bonds (Roche Carolina Inc. Project), VRDN, AMT (i):
35,000 1.13% due 4/01/2026 35,000
19,200 1.13% due 4/01/2027 19,200
26,000 Oconee County, South Carolina, PCR, Refunding (Duke Energy Corporation), VRDN,
1.05% due 2/01/2017 (i) 26,000
6,250 South Carolina Jobs EDA, EDR (Holcim (US) Inc. Project), VRDN, AMT, 1.15% due
12/01/2033 (i) 6,250
12,500 South Carolina Transportation Infrastructure Bank Revenue Bonds, FLOATS, Series 728,
1.07% due 10/01/2022 (a)(i) 12,500
South Dakota-- 13,300 Lawrence County, South Dakota, Solid Waste Disposal Revenue Bonds (Homestake Mining),
0.1% VRDN, AMT, Series A, 1.16% due 7/01/2032 (i) 13,300
Tennessee--5.8% Clarksville, Tennessee, Public Building Authority Revenue Bonds, Pooled Financing
(Tennessee Municipal Bond Fund), VRDN (i):
41,995 1.05% due 11/01/2027 41,995
75,500 1.05% due 6/01/2029 75,500
Knoxville, Tennessee, Utilities Board Revenue Bonds, VRDN (e)(i):
15,335 (Sub-Gas System), 1.09% due 1/15/2005 15,335
17,900 (Sub-Wastewater System), 1.09% due 1/15/2005 17,900
8,100 Loudon, Tennessee, IDB, PCR, Refunding (A.E. Staley Manufacturing Company Project),
VRDN, 1.01% due 6/01/2023 (i) 8,100
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Tennessee $ 6,450 Memphis, Tennessee, Health, Educational and Housing Facility Board, M/F Housing
(concluded) Revenue Bonds (Chickasaw Place Apartments), VRDN, AMT, 1.17% due 6/01/2033 (i) $ 6,450
25,000 Memphis, Tennessee, Health, Educational and Housing Facility Board Revenue Bonds
(Not-for-Profit M/F Program), VRDN, 1.13% due 8/01/2032 (i) 25,000
Metropolitan Government of Nashville and Davidson County, Tennessee, Health and
Education Facilities Board Revenue Bonds:
15,000 (Ascension Health Credit), Series B-2, 1.20% due 1/04/2005 15,000
4,195 FLOATS, Series 533, 1.07% due 11/15/2016 (e)(i) 4,195
Montgomery County, Tennessee, Public Building Authority, Pooled Financing Revenue
Bonds, VRDN (i):
2,980 (Montgomery County Loan), 1.05% due 7/01/2019 2,980
32,290 (Tennessee County Loan Pool), 1.05% due 11/01/2027 32,290
Sevier County, Tennessee, Public Building Authority Revenue Bonds, Local Government
Public Improvement II, VRDN (a)(i):
7,100 Series A-1, 1.05% due 6/01/2024 7,100
5,105 Series E-2, 1.05% due 6/01/2021 5,105
15,000 Series F-3, 1.05% due 6/01/2005 15,000
Sevier County, Tennessee, Public Building Authority Revenue Bonds, Local Government
Public Improvement III, VRDN (i):
69,900 AMT, Series A, 1.15% due 6/01/2028 (a) 69,900
10,000 Series D-2, 1.05% due 6/01/2017 (a) 10,000
4,525 Series D-6, 1.05% due 6/01/2020 (a) 4,525
19,035 Series E-1, 1.05% due 6/01/2025 19,035
10,000 Series E-4, 1.05% due 6/01/2025 (a) 10,000
Shelby County, Tennessee, CP:
17,500 1% due 4/06/2004 17,500
40,900 1% due 4/08/2004 40,900
12,000 Shelby County, Tennessee, Health, Educational and Housing Facilities Board Revenue
Bonds (Hutchison School Project), VRDN, 1.05% due 5/01/2026 (i) 12,000
Tennessee HDA, S/F Mortgage Revenue Bonds, VRDN (i):
3,330 AMT, Series CN1-C, 0.962% due 12/08/2005 3,330
48,000 AMT, Series CN1-R4, 0.962% due 6/10/2004 48,000
2,735 Series CN1-1C, 0.962% due 12/08/2005 2,735
1,290 Series CN1-R3, 0.963% due 12/08/2005 1,290
61,430 Series CN1-R4, 0.962% due 6/10/2004 61,430
21,000 Tennessee State Local Development Authority Revenue Bonds (Student Loan Program),
BAN, Series A, 2% due 6/07/2004 21,039
Texas--15.6% 15,750 ABN Amro Munitops Certificates Trust, Houston, Texas, Airport Revenue Bonds, AMT,
Series 1998-15, 1.14% due 7/05/2006 (b) 15,750
9,030 ABN Amro Munitops Certificates Trust, Texas Permanent School Fund, Independent
School District, VRDN, Series 2001-8, 1.09% due 2/15/2007 (i) 9,030
24,900 Austin, Texas, Airport System Revenue Bonds, VRDN, AMT, Series A, 1.07% due
11/15/2017 (i) 24,900
5,000 Bell County, Texas, Health Facilities Development Corporation, Hospital Revenue
Bonds (Scott & White Memorial Hospital), VRDN, Series 2001-2, 1.12% due
8/15/2031 (f)(i) 5,000
13,820 Bexar County, Texas, Revenue Bonds, FLOATS, Series 454, 1.07% due 8/15/2008 (f)(i) 13,820
10,000 Brazos River Authority, Texas, Harbor Navigational District, Brazoria County Revenue
Bonds (BASF Corp.), VRDN, AMT, 1.21% due 4/01/2032 (i) 10,000
25,000 Brazos River, Texas, Harbor Industrial Development Corporation Revenue Bonds (BASF
Corporation Project), VRDN, AMT, 1.11% due 5/01/2038 (i) 25,000
20,300 Calhoun County, Texas, Navigation IDA, Port Revenue Bonds (Formosa Plastics
Corporation Project), VRDN, AMT, 1.09% due 11/01/2015 (i) 20,300
Cameron County, Texas, Housing Finance Corporation, S/F Mortgage Revenue Bonds:
9,074 AMT, Series A, 0.953% due 6/01/2004 9,074
5,000 VRDN, 1.128% due 9/01/2006 (i) 5,000
19,134 Central Texas Housing Finance Corporation, S/F Mortgage Revenue Bonds, AMT, Series A,
1.135% due 7/01/2004 19,134
7,415 Corpus Christi, Texas, Business and Job Development Corporation, Sales Tax Revenue
Refunding Bonds, ROCS, Series II-R-2001, 1.08% due 9/01/2017 (a)(i) 7,415
4,000 Corpus Christi, Texas, Industrial Development Corp., IDR (Dedietrich USA Incorporated
Project), VRDN, AMT, 1.19% due 11/01/2008 (i) 4,000
2,865 Dallas, Texas, Area Rapid Transit Revenue Refunding Bonds, ROCS, Series II-R-2078,
1.08% due 12/01/2022 (a)(i) 2,865
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Texas Dallas-Fort Worth, Texas, International Airport Revenue Bonds, AMT (i):
(continued) $ 4,408 FLOATS, Series 824, 1.25% due 11/01/2015 (a) $ 4,408
7,140 PUTTERS, Series 350, 1.10% due 5/01/2011 (f) 7,140
2,500 PUTTERS, Series 351, 1.10% due 5/01/2008 (e) 2,500
4,995 PUTTERS, Series 385, 1.10% due 5/01/2008 (b) 4,995
3,000 ROCS, Series II-R-268, 1.08% due 11/01/2033 (f) 3,000
Dallas-Fort Worth, Texas, Regional Airport Revenue Bonds, MSTR, VRDN, AMT (f)(i):
25,300 Series SGB-49, 1.15% due 11/01/2023 25,300
9,495 Series SGB-52, 1.10% due 11/01/2017 9,495
Dallas-Fort Worth, Texas, Regional Airport Revenue Refunding Bonds, MSTR, VRDN (I):
23,885 AMT, Series SGB-46, 1.10% due 11/01/2020 (f) 23,885
6,600 Series SGB-52, 1.08% due 11/01/2015 (b) 6,600
6,000 Eagle Tax-Exempt Trust, Dallas, Texas, VRDN, Series 01, Class 4310, 1.08% due
12/01/2026 (a)(i) 6,000
8,435 Eagle Tax-Exempt Trust, Dallas-Fort Worth, Texas, International Airport Revenue
Bonds, AMT, Series 2003-0020, Class A, 1.12% due 11/01/2032 (a)(i) 8,435
9,900 Eagle Tax-Exempt Trust, Dallas-Fort Worth, Texas, VRDN, Series 96C, Class 4301,
1.08% due 11/01/2005 (i) 9,900
4,915 Eagle Tax-Exempt Trust, San Antonio, Texas, VRDN, Series 01, Class 4311, 1.08% due
8/15/2026 (i) 4,915
4,500 Fort Bend County, Texas, GO, MSTR, VRDN, SGB-46-A, 1.08% due 3/01/2032 (f)(i) 4,500
5,300 Grapevine, Texas, Industrial Development Corporation, Airport Revenue Refunding Bonds
(Southern Air Transport), VRDN, 1.07% due 3/01/2010 (i) 5,300
10,000 Gulf Coast IDA, Texas, Environmental Facilities Revenue Refunding Bonds (Citgo
Petroleum Corporation Project), VRDN, AMT, 1.13% due 4/01/2029 (i) 10,000
9,100 Gulf Coast IDA, Texas, Marine Terminal Revenue Bonds (Amoco Oil Company Project),
VRDN, AMT, 1.13% due 4/01/2028 (i) 9,100
7,400 Gulf Coast IDA, Texas, Solid Waste Disposal Revenue Bonds (Citgo Petroleum
Corporation Project), VRDN, AMT, 1.13% due 4/01/2026 (i) 7,400
Gulf Coast Waste Disposal Authority, Texas, Environmental Facilities Revenue
Bonds, VRDN, AMT (I):
19,000 (American Acryl LP Project), 1.10% due 5/01/2038 19,000
25,000 (American Acryl LP Project), Series B, 1.12% due 9/01/2036 25,000
21,275 (Amoco Oil Company Project), 1.13% due 4/01/2032 21,275
2,200 (BP Amoco Chemical Company), 1.13% due 5/01/2038 2,200
14,900 (BP Amoco Chemical Company Project), Series B, 1.13% due 9/01/2038 14,900
9,300 (BP Products North America Project), 1.13% due 7/01/2034 9,300
8,000 (BP Products North America Project), 1.13% due 7/01/2036 8,000
16,300 Gulf Coast Waste Disposal Authority, Texas, Environmental Facilities Revenue
Refunding Bonds (Amoco Oil Company Project), VRDN, AMT, 1.13% due 1/01/2026 (i) 16,300
Gulf Coast Waste Disposal Authority, Texas, Revenue Bonds, VRDN, AMT (i):
12,500 (Air Products Project), 1.09% due 3/01/2035 12,500
6,600 (Amoco Oil Company Project), 1.13% due 7/01/2027 6,600
17,710 Harris County, Texas, FLOATS, Series SG-45, 1.07% due 8/15/2016 (i) 17,710
10,800 Harris County, Texas, Health Facilities Development Corporation Revenue Refunding
Bonds (Methodist Hospital), VRDN, 1.12% due 12/01/2032 (i) 10,800
Harris County, Texas, Industrial Development Corporation, Solid Waste Disposal
Revenue Bonds, VRDN, AMT (i):
12,500 (Deer Park), Series 95-B, 1.14% due 3/01/2023 12,500
46,100 (Deer Park Limited Partnership), Series A, 1.14% due 2/01/2023 46,100
10,355 Harris County, Texas, Revenue Refunding Bonds, ROCS, Series II-R-1030, 1.08% due
8/15/2017 (e)(i) 10,355
19,275 Hockley County, Texas, Industrial Development Corporation, PCR (Amoco Project-Standard
Oil Company), VRDN, 0.90% due 9/01/2004 (i) 19,269
18,382 Houston, Texas, Housing Finance Corporation, S/F Mortgage Revenue Refunding Bonds,
1.175% due 12/01/2033 (i) 18,382
75,000 Houston, Texas, Independent School District, GO, Refunding (School Building), VRDN,
1.05% due 6/03/2004 (i) 74,995
Houston, Texas, Water and Sewer Enterprise, CP:
20,000 0.95% due 5/20/2004 20,000
16,500 0.99% due 5/25/2004 16,500
7,820 Houston, Texas, Water and Sewer System Revenue Bonds, MERLOTS, Series A-128, 1.09%
due 12/01/2029 (f)(i) 7,820
3,385 Irving, Texas, Independent School District, GO, Refunding, ROCS, Series II-R-2028,
1.08% due 2/15/2022 (i) 3,385
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Texas $ 4,860 Middle Rio Grande, Texas, Housing Finance Corporation, S/F Revenue Bonds, FLOATS,
(concluded) AMT, Series 709, 1.15% due 8/02/2004 (i) $ 4,860
10,395 Municipal Securities Trust Certificates, Austin, Texas, Water Revenue Refunding
Bonds, VRDN, Series 2001-134, Class A, 1.07% due 5/15/2010 (e)(i) 10,395
North Texas Higher Education Authority Inc., Student Loan Revenue Bonds, VRDN,
AMT (a)(i):
12,800 Series C, 1.07% due 4/01/2020 12,800
13,700 Series F, 1.07% due 4/01/2020 13,700
26,000 North Texas Higher Education Authority Inc., Student Loan Revenue Refunding Bonds,
VRDN, AMT, 1.07% due 12/01/2032 (i) 26,000
Panhandle-Plains, Texas, Higher Education Authority Incorporated, Student Loan
Revenue Bonds, VRDN, AMT (f)(i):
34,800 Series A, 1.05% due 6/01/2021 34,800
3,300 Series B, 1.05% due 6/01/2021 3,300
7,100 Panhandle-Plains, Texas, Higher Education Authority Incorporated, Student Loan
Revenue Refunding Bonds, VRDN, AMT, Series A, 1.05% due 6/01/2008 (f)(i) 7,100
5,000 Pasadena, Texas, Independent School District, GO, VRDN, Series A, 1.35% due
4/01/2004 (i) 5,000
17,335 Port Arthur, Texas, Navigation District, Environmental Facilities Revenue Refunding
Bonds (Motiva Enterprises Project), VRDN, AMT, 1.15% due 12/01/2027 (i) 17,335
10,000 Port Arthur, Texas, Navigation District, Industrial Development Corporation, Exempt
Facilities Revenue Bonds (Air Products and Chemicals Project), VRDN, AMT, 1.09%
due 4/01/2036 (i) 10,000
Port Arthur, Texas, Navigation District Revenue Bonds, VRDN, AMT (i):
20,000 (BASF Corporation Project) 1.21% due 4/01/2033 20,000
10,000 Multi-Mode (Atofina Petrochemicals), Series B, 1.10% due 4/01/2027 10,000
19,200 Port Corpus Christi, Texas, Industrial Development Corporation, Environmental
Facilities Revenue Bonds (Citgo Petroleum Corporation Project), VRDN, AMT, 1.13%
due 8/01/2028 (i) 19,200
50,000 Port Corpus Christi, Texas, Nueces County Solid Waste Disposal Revenue Refunding
Bonds (Flint Hills Resources), VRDN, AMT, Series A, 1.35% due 7/01/2029 (i) 50,000
13,500 San Antonio, Texas, Electric and Gas Revenue Bonds, Series 1998-22, 1.09% due
1/03/2007 13,500
10,000 San Antonio, Texas, Hotel Occupancy Revenue Bonds, FLOATS, Series SG-51, 1.07%
due 8/15/2019 (i) 10,000
29,950 San Antonio, Texas, Independent School District, Series 1999-10, 1.09% due 3/07/2007 29,950
5,395 Southeast Texas Housing Finance Corporation Revenue Bonds, FLOATS, AMT, Series 661,
1.15% due 4/01/2005 (i) 5,395
9,500 Southeast Texas Housing Finance Corporation Revenue Refunding Bonds, 1.078% due
4/01/2005 9,500
55,760 Texas Municipal Power Agency Revenue Bonds, Series 91, CP, 0.95% due 4/05/2004 55,760
45,000 Texas State, College Student Loan, GO, Refunding, AMT, 0.95% due 7/01/2004 45,000
5,845 Texas State, GO, Refunding, FLOATS, Series 657, 1.07% due 4/01/2010 (i) 5,845
420,500 Texas State, TRAN, 2% due 8/31/2004 421,968
5,495 Texas State University System, Financing Revenue Refunding Bonds, ROCS,
Series II-R-1011, 1.08% due 3/15/2019 (e)(i) 5,495
University of Texas Revenue Bonds, CP:
15,000 Series 2002A, 0.97% due 6/01/2004 15,000
15,200 Series 2002A, 0.97% due 6/02/2004 15,200
6,200 West Side Calhoun County, Texas, Navigation District Sewer and Solid Waste District
Revenue Bonds (BP Chemicals Inc. Project), VRDN, AMT, 1.13% due 4/01/2031 (i) 6,200
Utah--0.1% 8,300 Utah Water Finance Agency, Tender Option Revenue Bonds, VRDN, Series A-9, 1.05%
due 7/01/2034 (a)(i) 8,300
Vermont--0.0% 3,130 Vermont HFA, S/F Revenue Bonds, VRDN, AMT, Series 16-A, 1.15% due 5/01/2032 (e)(i) 3,130
Virginia--0.9% 1,700 Metropolitan Washington Airports Authority, D.C., Airport System Revenue Refunding
Bonds, PUTTERS, AMT, Series 404, 1.10% due 10/01/2011 (b)(i) 1,700
7,725 Metropolitan Washington Airports Authority, D.C., System Revenue Bonds, ROCS,
Series II-R-195, 1.12% due 10/01/2032 (b)(i) 7,725
13,995 Metropolitan Washington Airports Authority, D.C., Virginia Airports Authority,
General Airport Revenue Bonds, PUTTERS, AMT, Series 240, 1.10% due 10/01/2021 (f)(i) 13,995
66,400 Norfolk, Virginia, IDA, Revenue Bonds (Pooled Financing Program--Sentrar), CP, 1%
due 5/11/2004 66,400
Washington-- 20,000 ABN Amro Munitops Certificates Trust, Port Seattle, Washington, Revenue Bonds, VRDN,
1.8% Series 1998-16, 1.09% due 10/04/2006 (f)(i) 20,000
22,900 Clark County, Washington, Public Utility District Number 001, Generating System
Revenue Refunding Bonds, MSTR, VRDN, Series SGA-118, 1.13% due 1/01/2025 (e)(i) 22,900
8,985 Grant County, Washington, Public Utility District Number 002, Electric Revenue
Refunding Bonds, ROCS, Series II-R-2039, 1.08% due 1/01/2019 (e)(i) 8,985
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (continued) Master Tax-Exempt Trust (In Thousands)
Face
State Amount Municipal Bonds Value
Washington $ 5,270 King County, Washington, School District Number 410, Snoqualmie Valley, GO, ROCS,
(concluded) Series II-R-4513, 1.08% due 12/01/2020 (e)(i) $ 5,270
14,810 King County, Washington, Sewer Revenue Refunding Bonds, FLOATS, Series 554, 1.07%
due 7/01/2009 (b)(i) 14,810
2,285 Lewis County, Washington, Public Utility District Number 001, Cowlitz Falls
Hydroelectric Revenue Refunding Bonds, Series II-R-4026, 1.08% due 10/01/2023 (f) 2,285
14,070 Municipal Securities Trust Certificates, Washington State Motor Vehicle Fuel Tax,
GO, VRDN, Series 2001-112, Class A, 1.13% due 1/07/2021 (i) 14,070
4,980 Port Seattle, Washington, Revenue Bonds, MERLOTS, AMT, Series B04, 1.14% due
9/01/2015 (b)(i) 4,980
4,985 Seattle, Washington, Water System Revenue Refunding Bonds, ROCS, Series II-R-4006,
1.08% due 9/01/2022 (f)(i) 4,985
4,930 Snohomish County, Washington, GO, ROCS, Series II-R-1059, 1.08% due 12/01/2020 (f)(i) 4,930
3,495 Spokane County, Washington, Spokane School District Number 081, GO, ROCS,
Series II-R-4000, 1.08% due 12/01/2019 (e)(i) 3,495
14,060 Tacoma, Washington, Water Revenue Refunding Bonds, FLOATS, Series 555, 1.07% due
12/01/2009 (b)(i) 14,060
15,075 Washington State, GO, PUTTERS, Series 333, 1.11% due 12/01/2014 (f)(i) 15,075
12,925 Washington State, GO, Refunding, MERLOTS, Series A57, 1.09% due 1/01/2011 (f)(i) 12,925
Washington State Housing Finance Commission, M/F Housing Revenue Bonds, VRDN, AMT (i):
6,400 (Arbors on the Park Project), 1.10% due 10/01/2024 6,400
9,505 (Courtside Apartments Project), 1.12% due 1/01/2026 9,505
Washington State Public Power Supply Systems, Electric Revenue Refunding Bonds,
VRDN (f)(i):
6,155 (Project Number 2), Series 2A-2, 1% due 7/01/2012 6,155
14,530 (Project Number 3), Series 3-A, 1% due 7/01/2018 14,530
West 10,695 ABN Amro Munitops Certificates Trust, West Virginia State, GO, VRDN, Series 2000-12,
Virginia--0.2% 1.09% due 6/04/2008 (f)(i) 10,695
11,220 Hancock County, West Virginia, County Commission, IDR, Refunding (The Boc Group Inc.
Project), VRDN, 1.01% due 8/01/2005 (i) 11,220
Wisconsin--1.7% 16,000 Carlton, Wisconsin, PCR, Refunding (Wisconsin Power and Light Company Project), VRDN,
Series B, 1.50% due 9/01/2005 (i) 16,000
14,850 Eagle Tax-Exempt Trust, Wisconsin Ball Park, VRDN, Series 98, Class 4901, 1.08% due
12/15/2026 (i) 14,850
3,715 Hartland, Wisconsin, IDR (Commercial Communications Inc. Project), VRDN, AMT, 1.24%
due 8/01/2009 (i) 3,715
19,000 Pleasant Prairie, Wisconsin, Pollution Revenue Refunding Bonds (Wisconsin Electric
Power Company), VRDN, Series C, 1.32% due 9/01/2030 (i) 19,000
4,965 Wisconsin Housing and Economic Development Authority, Home Ownership Revenue Bonds,
VRDN, AMT, Series B, 1.07% due 9/01/2034 (i) 4,965
6,905 Wisconsin Housing and Economic Development Authority, Home Ownership Revenue
Refunding Bonds, VRDN, AMT, Series E, 1.07% due 3/01/2028 (i) 6,905
6,000 Wisconsin Rural Water Construction Loan Program, Commission Revenue Bonds, BAN,
2% due 10/15/2004 6,026
Wisconsin State, GO, CP:
34,935 0.97% due 4/07/2004 34,935
12,670 Series 2000-A, 1% due 5/03/2004 12,670
26,500 Series 2000-A, 1.05% due 6/01/2004 26,500
10,400 Series 2002-A, 1% due 5/03/2004 10,400
8,000 Series 2004-A, 0.98% due 5/07/2004 8,000
14,030 Wisconsin State Transportation Revenue Bonds, ROCS, Series II-R-1021, 1.08% due
7/01/2021 (b)(i) 14,030
Wyoming--0.3% 12,960 Lincoln County, Wyoming, PCR, Refunding (Pacificorp Projects), VRDN, 1.15% due
11/01/2024 (a)(i) 12,960
16,960 Sweetwater County, Wyoming, PCR, Refunding (Pacificorp Project), VRDN, 1.15%
due 11/01/2024 (a)(i) 16,960
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Schedule of Investments (concluded) Master Tax-Exempt Trust (In Thousands)
Face
Amount Municipal Bonds Value
Puerto $ 45,000 Puerto Rico Commonwealth, TRAN, 2% due 7/30/2004 $ 45,149
Rico--0.6% 12,800 Puerto Rico Electric Power Authority, Power Revenue Bonds, MSTR, VRDN,
Series SGA-43, 1.02% due 7/01/2022 (i) 12,800
Total Investments (Cost--$10,335,288)--100.8% 10,335,288
Liabilities in Excess of Other Assets--(0.8%) (82,658)
-----------
Net Assets--100.0% $10,252,630
===========
(a)AMBAC Insured.
(b)FGIC Insured.
(c)FHLMC Collateralized.
(d)FNMA Collateralized.
(e)FSA Insured.
(f)MBIA Insured.
(g)Radian Insured.
(h)XL Capital Insured.
(i)The interest rate is subject to change periodically based upon
prevailing market rates. The interest rate shown is the rate in
effect at March 31, 2004.
(j)CIFG Insured.
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Statement of Assets and Liabilities Master Tax-Exempt Trust
As of March 31, 2004
Assets
Investments in unaffiliated securities, at value
(identified cost--$10,335,287,923*) $10,335,287,923
Cash 99,379
Receivables:
Interest $ 32,288,701
Contributions 66,480
Securities sold 15,690 32,370,871
---------------
Prepaid expenses 60,580
---------------
Total assets 10,367,818,753
---------------
Liabilities
Payables:
Securities purchased 114,781,273
Investment adviser 187,937
Other affiliates 49,311 115,018,521
---------------
Accrued expenses 170,106
---------------
Total liabilities 115,188,627
---------------
Net Assets
Net assets $10,252,630,126
===============
Net Assets Consist of
Investors' capital $10,252,630,126
---------------
Net Assets $10,252,630,126
===============
*Cost for Federal income tax purposes was $10,335,354,442. As of
March 31, 2004, net unrealized depreciation for Federal income tax
purposes amounted to $66,519, all of which related to depreciated
securities.
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Statement of Operations Master Tax-Exempt Trust
For the Year Ended March 31, 2004
Investment Income
Interest and amortization of premium and discount earned $ 114,246,122
Expenses
Investment advisory fees $ 13,919,209
Accounting services 1,242,799
Custodian fees 218,869
Professional fees 69,950
Trustees' fees and expenses 62,799
Pricing fees 60,602
Printing and shareholder reports 14,140
Other 143,497
---------------
Total expenses 15,731,865
---------------
Investment income--net 98,514,257
---------------
Realized Loss on Investments--Net
Realized loss on investments--net (272,665)
---------------
Net Increase in Net Assets Resulting from Operations $ 98,241,592
===============
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Statements of Changes in Net Assets Master Tax-Exempt Trust
For the For the Period
Year Ended February 13, 2003++
March 31, to March 31,
Increase (Decrease) in Net Assets: 2004 2003
Operations
Investment income--net $ 98,514,257 $ 13,938,742
Realized gain (loss) on investments--net (272,665) 291,802
--------------- ---------------
Net increase in net assets resulting from operations 98,241,592 14,230,544
--------------- ---------------
Capital Transactions
Proceeds from contributions 38,210,930,891 3,757,178,224
Fair value of net asset contributions -- 10,591,437,724
Fair value of withdrawals (38,647,721,740) (3,771,767,109)
--------------- ---------------
Net increase (decrease) in net assets derived from capital transactions (436,790,849) 10,576,848,839
--------------- ---------------
Net Assets
Total increase (decrease) in net assets (338,549,257) 10,591,079,383
Beginning of period 10,591,179,383 100,000
--------------- ---------------
End of period $10,252,630,126 $10,591,179,383
=============== ===============
++Commencement of operations.
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Financial Highlights Master Tax-Exempt Trust
For the For the Period
Year Ended February 13, 2003++
The following ratios have been derived from March 31, to March 31,
information provided in the financial statements. 2004 2003
Total Investment Return
Total investment return .94% .68%*
=============== ===============
Ratios to Average Net Assets
Expenses .15% .21%*
=============== ===============
Investment income and realized gain (loss) on investments--net .94% 1.04%*
=============== ===============
Supplemental Data
Net assets, end of period (in thousands) $ 10,252,630 $ 10,591,179
=============== ===============
*Annualized.
++Commencement of operations.
See Notes to Financial Statements.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Notes to Financial Statements
Master Tax-Exempt Trust
1. Significant Accounting Policies:
Master Tax-Exempt Trust (the "Trust") is registered under the
Investment Company Act of 1940, as amended, and is organized as a
Delaware statutory trust. The Declaration of Trust permits the
Trustees to issue nontransferable interest in the Trust, subject to
certain limitations. The Trust's financial statements are prepared
in conformity with accounting principles generally accepted in the
United States of America, which may require the use of management
accruals and estimates. The following is a summary of significant
accounting policies followed by the Trust.
(a) Valuation of investments--Investments are valued at amortized
cost, which approximates market value. For the purpose of valuation,
the maturity of a variable rate demand instrument is deemed to be
the demand notice payment period. In the case of a floating rate
instrument, the remaining maturity is the next coupon date on which
the interest rate is to be adjusted.
(b) Income taxes--The Trust is classified as a partnership for
Federal income tax purposes. As such, each investor in the Trust is
treated as owner of its proportionate share of the net assets,
income, expenses and realized and unrealized gains and losses of the
Trust. Therefore, no Federal income tax provision is required. It is
intended that the Trust's assets will be managed so an investor in
the Trust can satisfy the requirements of Subchapter M of the
Internal Revenue Code.
(c) Security transactions and investment income--Security
transactions are recorded on the dates the transactions are entered
into (the trade dates). Realized gains and losses on security
transactions are determined on the identified cost basis. Interest
income (including amortization of premium and discount) is
recognized on the accrual basis.
2. Investment Advisory Agreement and Transactions with Affiliates:
The Trust has entered into an Investment Advisory Agreement with
Fund Asset Management, L.P. ("FAM"). The general partner of FAM is
Princeton Services, Inc. ("PSI"), an indirect, wholly-owned
subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the
limited partner.
FAM is responsible for the management of the Trust's portfolio and
provides the necessary personnel, facilities, equipment and certain
other services necessary to the operations of the Trust. For such
services, the Trust pays a monthly fee based upon the average daily
value of the Trust's net assets at the following annual rates: .25%
of the Trust's average daily net assets not exceeding $500 million;
..175% of the average daily net assets in excess of $500 million but
not exceeding $1 billion; and .125% of the average daily net assets
in excess of $1 billion.
For the year ended March 31, 2004, the Trust reimbursed FAM $203,561
for certain accounting services.
Certain officers and/or trustees of the Trust are officers and/or
directors of FAM, PSI, and/or ML & Co.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Independent Auditors' Report
Master Tax-Exempt Trust
To the Investors and Board of Trustees of
Master Tax-Exempt Trust:
We have audited the accompanying statement of assets and
liabilities, including the schedule of investments, of Master
Tax-Exempt Trust as of March 31, 2004, and the related statement of
operations for the year then ended and the statements of changes in
net assets and the financial highlights for the year then ended and
for the period February 13, 2003 (commencement of operations)
through March 31, 2003. These financial statements and financial
highlights are the responsibility of the Trust's management. Our
responsibility is to express an opinion on these financial
statements and financial highlights based on our audits.
We conducted our audits in accordance with auditing standards
generally accepted in the United States of America. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included
confirmation of securities owned as of March 31, 2004, by
correspondence with the custodian and brokers; where replies were
not received from brokers, we performed other auditing procedures.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the
financial position of Master Tax-Exempt Trust as of March 31, 2004,
the results of its operations for the year then ended, the changes
in its net assets, and its financial highlights for the year then
ended and for the period February 13, 2003 through March 31, 2003,
in conformity with accounting principles generally accepted in the
United States of America.
Deloitte & Touche LLP
Princeton, New Jersey
May 14, 2004
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Officers and Trustees (unaudited)
Number of
Portfolios in Other Public
Position(s) Length of Fund Complex Directorships
Held with Time Overseen by Held by
Name, Address & Age Fund Served Principal Occupation(s) During Past 5 Years Trustee Trustee
Interested Trustee
Terry K. Glenn* President 1999 to President of the Merrill Lynch Investment 124 Funds None
P.O. Box 9011 and present Managers, L.P. ("MLIM")/Fund Asset 160 Portfolios
Princeton, Trustee and Management, L.P. ("FAM")--Advised Funds
NJ 08543-9011 1988 to since 1999; Chairman (Americas Region) of
Age: 63 present MLIM from 2000 to 2002; Executive Vice
President of MLIM and FAM (which terms as
used herein include their corporate
predecessors) from 1983 to 2002; President
of FAM Distributors, Inc. ("FAMD") from
1986 to 2002 and Director thereof from 1991
to 2002; Executive Vice President and
Director of Princeton Services, Inc.
("Princeton Services") from 1993 to 2002;
President of Princeton Administrators, L.P.
from 1989 to 2002; Director of Financial
Data Services, Inc. since 1985.
* Mr. Glenn is a director, trustee or member of an advisory board of
certain other investment companies for which MLIM or FAM acts as
investment adviser. Mr. Glenn is an "interested person," as
described in the Investment Company Act, of the Fund based on his
former positions with MLIM, FAM, FAMD, Princeton Services and
Princeton Administrators, L.P. The Trustee's term is unlimited.
Trustees serve until their resignation, removal or death, or until
December 31 of the year in which they turn 72. As Fund President,
Mr. Glenn serves at the pleasure of the Board of Trustees.
Independent Trustees*
Ronald W. Forbes Trustee 1982 to Professor Emeritus of Finance, School of 51 Funds None
P.O. Box 9095 present Business, State University of New York at 50 Portfolios
Princeton, Albany since 2000 and Professor thereof
NJ 08543-9095 from 1989 to 2000; International Consultant
Age: 63 at the Urban Institute from 1995 to 1999.
Cynthia A. Montgomery Trustee 1994 to Professor, Harvard Business School since 51 Funds Newell
P.O. Box 9095 present 1989. 50 Portfolios Rubbermaid, Inc.
Princeton,
NJ 08543-9095
Age: 51
Kevin A. Ryan Trustee 1992 to Director Emeritus of The Boston University 51 Funds None
P.O. Box 9095 present Center for the Advancement of Ethics and 50 Portfolios
Princeton, Character from 1989 to 1999; Professor of
NJ 08543-9095 Education at Boston University from 1982
Age: 71 to 1999 and Professor Emeritus thereof
since 1999.
Roscoe S. Suddarth Trustee 2000 to President of Middle East Institute from 51 Funds None
P.O. Box 9095 present 1995 to 2001; Foreign Service Officer of 50 Portfolios
Princeton, United States Foreign Service from 1961
NJ 08543-9095 to 1995 and Career Minister thereof from
Age: 68 1989 to 1995; Deputy Inspector General of
U.S. Department of State from 1991 to 1994;
U.S. Ambassador to the Hashemite Kingdom of
Jordan from 1987 to 1990.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Officers and Trustees (unaudited)(concluded)
Number of
Portfolios in Other Public
Position(s) Length of Fund Complex Directorships
Held with Time Overseen by Held by
Name, Address & Age Fund Served Principal Occupation(s) During Past 5 Years Trustee Trustee
Independent Trustees*(concluded)
Richard R. West Trustee 1981 to Professor of Finance, New York University, 51 Funds Bowne & Co.,
P.O. Box 9095 present Leonard N. Stern School of Business 50 Portfolios Inc.; Vornado
Princeton, Administration from 1982 to 1994 and Operating
NJ 08543-9095 Dean Emeritus thereof since 1994. Company;
Age: 66 Vornado Realty
Trust and
Alexander's, Inc.
Edward D. Zinbarg Trustee 2000 to Self-employed financial consultant since 51 Funds None
P.O. Box 9095 present 1994; Executive Vice President of The 50 Portfolios
Princeton, Prudential Insurance Company of America
NJ 08543-9095 from 1988 to 1994; Former Director of
Age: 69 Prudential Reinsurance Company and former
Trustee of The Prudential Foundation.
* The Trustee's term is unlimited. Trustees serve until their
resignation, removal or death, or until December 31 of the year in
which they turn 72.
Position(s) Length of
Held with Time
Name, Address & Age Fund Served* Principal Occupation(s) During Past 5 Years
Fund Officers
Donald C. Burke Vice 1993 to First Vice President of MLIM and FAM since 1997 and Treasurer thereof since
P.O. Box 9011 President present 1999; Senior Vice President and Treasurer of Princeton Services since 1999;
Princeton, and and Vice President of FAMD since 1999; Director of MLIM Taxation since 1990.
NJ 08543-9011 Treasurer 1999 to
Age: 43 present
Kenneth A. Jacob Senior 2002 to Managing Director of MLIM since 2000; Director (Tax-Exempt Fund Management)
P.O. Box 9011 Vice present of MLIM from 1997 to 2000.
Princeton, President
NJ 08543-9011
Age: 53
John M. Loffredo Senior 2002 to Managing Director of MLIM since 2000; Director (Tax-Exempt Fund Management)
P.O. Box 9011 Vice present of MLIM from 1998 to 2000.
Princeton, President
NJ 08543-9011
Age: 40
Peter J. Hayes Vice 1989 to Managing Director of MLIM since 2000; Director (Tax-Exempt Fund Management)
P.O. Box 9011 President present of MLIM from 1997 to 2000.
Princeton,
NJ 08543-9011
Age: 44
Phillip S. Gillespie Secretary 2000 to First Vice President of MLIM since 2001; Director (Legal Advisory) from 2000
P.O. Box 9011 present to 2001; Vice President from 1999 to 2000; Attorney associated with MLIM
Princeton, since 1998.
NJ 08543-9011
Age: 40
* Officers of the Fund serve at the pleasure of the Board of
Trustees.
Further information about the Fund's Officers and Trustees is
available in the Fund's Statement of Additional Information, which
can be obtained without charge by calling 1-800-MER-FUND.
Custodian
State Street Bank and Trust Company
P.O. Box 351
Boston, MA 02101
Transfer Agent
Financial Data Services, Inc.
4800 Deer Lake Drive East
Jacksonville, FL 32246-6484
800-221-7210**
**For inquiries regarding your CMA account, call 800-CMA-INFO
or 800-262-4363
Charles C. Reilly, Trustee of CMA Tax-Exempt Fund, has recently
retired. The Fund's Board of Trustees wishes Mr. Reilly well in his
retirement.
CMA TAX-EXEMPT FUND, MARCH 31, 2004
Item 2 - Code of Ethics - The registrant has adopted a code of
ethics, as of the end of the period covered by this report, that
applies to the registrant's principal executive officer, principal
financial officer and principal accounting officer, or persons
performing similar functions. A copy of the code of ethics
is available without charge upon request by calling toll-free
1-800-MER-FUND (1-800-637-3863).
Item 3 - Audit Committee Financial Expert - The registrant's board
of directors has determined that (i) the registrant has the
following audit committee financial experts serving on its audit
committee and (ii) each audit committee financial expert is
independent: (1) Ronald W. Forbes, (2) Richard R. West, and (3)
Edward D. Zinbarg.
Item 4 - Principal Accountant Fees and Services
(a) Audit Fees
CMA Tax-Exempt Fund Fiscal Year Ending March 31, 2004 - $11,400
Fiscal Year Ending March 31, 2003 - $15,164
Master Tax-Exempt Trust Fiscal Year Ending March 31, 2004 - $39,000
Fiscal Year Ending March 31, 2003 - $47,513
(b) Audit-Related Fees
CMA Tax-Exempt Fund Fiscal Year Ending March 31, 2004 - $0
Fiscal Year Ending March 31, 2003 - $0
Master Tax-Exempt Trust Fiscal Year Ending March 31, 2004 - $0
Fiscal Year Ending March 31, 2003 - $0
(c) Tax Fees
CMA Tax-Exempt Fund Fiscal Year Ending March 31, 2004 - $5,200
Fiscal Year Ending March 31, 2003 - $4,800
The nature of the services include tax compliance, tax advice and
tax planning.
Master Tax-Exempt Trust Fiscal Year Ending March 31, 2004 - $6,000
Fiscal Year Ending March 31, 2003 - $5,000
The nature of the services include tax compliance, tax advice and
tax planning.
(d) All Other Fees
CMA Tax-Exempt Fund Fiscal Year Ending March 31, 2004 - $0
Fiscal Year Ending March 31, 2003 - $0
Master Tax-Exempt Trust Fiscal Year Ending March 31, 2004 - $0
Fiscal Year Ending March 31, 2003 - $0
(e)(1) The registrant's audit committee (the "Committee") has
adopted policies and procedures with regard to the pre-approval of
services. Audit, audit-related and tax compliance services provided
to the registrant on an annual basis require specific pre-approval
by the Committee. The Committee also must approve other non-audit
services provided to the registrant and those non-audit services
provided to the registrant's affiliated service providers that
relate directly to the operations and the financial reporting of the
registrant. Certain of these non-audit services that the Committee
believes are a) consistent with the SEC's auditor independence rules
and b) routine and recurring services that will not impair the
independence of the independent accountants may be approved by the
Committee without consideration on a specific case-by-case basis
("general pre-approval"). However, such services will only be
deemed pre-approved provided that any individual project does not
exceed $5,000 attributable to the registrant or $50,000 for the
project as a whole. Any proposed services exceeding the pre-
approved cost levels will require specific pre-approval by the
Committee, as will any other services not subject to general pre-
approval (e.g., unanticipated but permissible services). The
Committee is informed of each service approved subject to general
pre-approval at the next regularly scheduled in-person board
meeting.
(e)(2) 0%
(f) Not Applicable
(g)
CMA Tax-Exempt Fund Fiscal Year Ending March 31, 2004 - $16,708,160
Fiscal Year Ending March 31, 2003 - $17,378,427
Master Tax-Exempt Trust
Fiscal Year Ending March 31, 2004 - $16,708,160
Fiscal Year Ending March 31, 2003 - $17,378,427
(h) The registrant's audit committee has considered and determined
that the provision of non-audit services that were rendered to
the registrant's investment adviser and any entity controlling,
controlled by, or under common control with the investment adviser
that provides ongoing services to the registrant that were not pre-
approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation
S-X is compatible with maintaining the principal accountant's
independence.
Regulation S-X Rule 2-01(c)(7)(ii) - $541,640, 0%
Item 5 - Audit Committee of Listed Registrants - Not Applicable
Item 6 - Schedule of Investments - Not Applicable
Item 7 - Disclosure of Proxy Voting Policies and Procedures for
Closed-End Management Investment Companies - Not Applicable
Item 8 - Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers - Not Applicable
Item 9 - Submission of Matters to a Vote of Security Holders - Not
Applicable
Item 10 - Controls and Procedures
10(a) - The registrant's certifying officers have reasonably
designed such disclosure controls and procedures to ensure material
information relating to the registrant is made known to us by others
particularly during the period in which this report is being
prepared. The registrant's certifying officers have determined that
the registrant's disclosure controls and procedures are effective
based on our evaluation of these controls and procedures as of a
date within 90 days prior to the filing date of this report.
10(b) - There were no changes in the registrant's internal control
over financial reporting (as defined in Rule 30a-3(d) under the Act
(17 CFR 270.30a-3(d)) that occurred during the second fiscal half-
year of the period covered by this report that has materially
affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
Item 11 - Exhibits attached hereto
11(a)(1) - Code of Ethics - See Item 2
11(a)(2) - Certifications - Attached hereto
11(a)(3) - Not Applicable
11(b) - Certifications - Attached hereto
Pursuant to the requirements of the Securities Exchange Act of 1934
and the Investment Company Act of 1940, the registrant has duly
caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
CMA Tax-Exempt Fund and Master Tax-Exempt Trust
By: _/s/ Terry K. Glenn_______
Terry K. Glenn,
President of
CMA Tax-Exempt Fund and Master Tax-Exempt Trust
Date: May 21, 2004
Pursuant to the requirements of the Securities Exchange Act of 1934
and the Investment Company Act of 1940, this report has been signed
below by the following persons on behalf of the registrant and in
the capacities and on the dates indicated.
By: _/s/ Terry K. Glenn_______
Terry K. Glenn,
President of
CMA Tax-Exempt Fund and Master Tax-Exempt Trust
Date: May 21, 2004
By: _/s/ Donald C. Burke________
Donald C. Burke,
Chief Financial Officer of
CMA Tax-Exempt Fund and Master Tax-Exempt Trust
Date: May 21, 2004